Into the Breach
by Beastbot X
Summary: "Season 7" premiere. With a surprise army invading the U.S., it's a do-or-die mission for the X-Men and some unlikely allies. Plus- the full history of Evo's "Weapon X" project finally revealed! Twenty-first in my X-Men Evolution series.
1. Chapter 1

"Into the Breach, Part I"

by Beastbot

* * *

"_War is so horrible that it should be carried out with as much violence as possible so as to end it quickly."_

-Napoleon Bonaparte

* * *

It was rather odd.

En Sabah Nur had never considered himself much of a bookworm. Premeditation, followed by quick, decisive action, were his watchwords, not sitting in some dark corner of the world reading the ramblings of some self-deluded fool who thought he was important. Back during the period when he had been Pharaoh of Egypt, if he had ever needed some obscure tome dug up from the corner of a library he had sent one of his countless servants to do the research for him.

But of course, things had changed. As they always do.

And now here he was—Apocalypse, the First Mutant, future ruler of Earth—reading books in a public library.

His skin was almost entirely covered up by a rather baggy, long-sleeved—what was it commonly known as?—"hoodie" and a long-brimmed cap that made him inconspicuous to all but the most discerning of onlookers. After all, he still had some of the Eye of Ages downloaded into his body, though it was but a small fraction of the total technological power he had wielded against the X-Men roughly a year ago. Broken patches of metal "skin" were still obvious on parts of his body, as well as some lines of light blue circuitry that criss-crossed swathes of his form. Thankfully, only a slim patch of blue metal was left on his forehead—otherwise, if someone just looked him in the face he would easily pass for a human. Wherever he had gone, whatever he had done, he had made sure to keep his head down—and when the occasional individual had gotten too suspicious, he had just wiped their memories and left them a drooling brain-dead vegetable.

After he had emerged from Forge's basement and back into his home dimension, despite his power, Apocalypse had laid low. He was powerful, yes, but compared to a year ago he was considerably weakened. It was best not to attract attention until the time was right… and the time would still not be right for quite a while. Now, as before, was the time for premeditation.

If there was one virtue Apocalypse had, of course, it was patience. A quality like that came nearly hand-in-hand with being immortal.

At first he had tried to mentally contact his servant Mesmero, but the green-tattooed Mutant was nowhere to be found. Apocalypse assumed his servant was dead, which quite aggravated him. Now it was up to _him_ to replace the accumulated knowledge that had been slowly leaking from his body since he had left the Eye of Ages back in the chronal plane that the accursed X-Men had banished him to.

And so the First One had left Bayville, not wanting to risk a chance meeting with any of the psychic X-Men, who would surely detect a mind as powerful as his almost immediately upon entering his vicinity, despite his best efforts to hide it. He had journeyed south, learning in the process how to navigate the area until he had ended up in the nation's capital city—Washington, D.C. His aims there were not grandiose at all—no presidential assassinations, no upsetting the status quo or balance of power of the most powerful nation on the planet.

At least, not _yet._

No, he had a much simpler, more basic goal in mind—learning. Much of the knowledge—both of the past and of the future- had bled out from him to the point where when he first emerged he didn't even know the dominant language of the nation—and so he had gone here, to the Library of Congress, the greatest repository of knowledge in the country.

And here he had sat, day after day, week after week. Reading everything he could get his hands on. Given his Mutant abilities, he didn't need to eat, didn't need to sleep. And with the remainder of his Eye of Ages download, he read and absorbed information remarkably fast—it took him only about two minutes to read through one hundred pages of dense, fact-ridden material.

He had learned English; he had learned Spanish; he had learned almost every language on the planet. He had learned the history of the world, all that had happened since he had been locked away in the Eye of Ages the first time, and he had gleaned in-depth knowledge from just about every field of study out there. Stacks of books, both read and unread, almost cordoned him off from the rest of the library as he rapidly expanded his knowledge base. It had gotten him some odd looks from the librarians, to be sure, but given that he wasn't doing anyone any harm, they had left him alone. Soon, at long last, he would be done with this and could move on to the next phase of his plan. And again the Earth would tremble at the name of—

"—apocalypse may be upon us!" yelled a librarian frantically as she ran into the room, flickering on a large television set and changing the channel to some national news station. "Everyone, quickly, your attention, please! We've got a national emergency on our hands here!"

Apocalypse seethed, briefly picturing himself pulling the woman apart piece-by-piece for her panicky interruption. He quickly suppressed that urge and peaked out from behind the stacks of books to see what the librarian was babbling on about.

And what he saw surprised even him.

"—out of seemingly nowhere," a news anchor was reporting from behind a studio desk, a inset image showing a massive army destroying everything in their path as they marched through a patch of wilderness towards a city on the horizon. Only brief bits of footage of the army could be seen from the couple of clips the news network played, as apparently the army had always taken out whatever had sent the footage soon after it had started to broadcast.

"No one is quite sure what this new army is after or what their plans are," the news anchor continued, his voice slightly panicky, "But we've gotten some rather odd reports. The army is actually multiplying rapidly, numbers that were once in the hundreds now in the thousands and possibly even near the millions at this point. In response to this, the President has okayed the deployment of all of our nation's defense forces to stop this sudden threat, but given that we just received word of it twenty minutes ago and how much more ground the multiplying army has covered since then, this reporter wonders if they will be on time or even if it will be enough. At first a few isolated sightings in northern Montana and Idaho, now reports are coming of the advancing army having already hit, in some places, the southern border of both of those states and continuing into Wyoming, Idaho, and North Dakota, while spreading further east and west at the same time. From the isolated, brief reports we're getting from victims huddled inside their homes as the enormous army passes, the towns and cities they've passed by are packed with what are apparently some kind of clone duplicates. Any resistance to them is immediately wiped out, and any losses on the enemy's side are completely replaced. It is still unknown at this time where this army has come from, how it is multiplying itself, or what its intentions are. The Canadian government has denied any involvement, and is in fact offering any aid it can as this crisis unfolds…"

"Quickly, everyone!" the nearly hysterical librarian said, a few security guards entering in the doors as the other quickly panicking visitors to the library started to gather their things, restless. "With the rate this army's advancing, they'll be at the nation's capital in less than three days! Get to your hotels, pack up your belongings…"

En Sabah Nur couldn't help but smirk as the librarian continues to rattle off panicked commands.

Perhaps _he_ wouldn't need to cleanse the populace of non-Mutants, after all.

"And- I'm sorry, this just in," the news reporter on the television monitor was saying, a hand on his earpiece. "This identity of the army has been revealed—every last individual in this army, at least that has been seen, are all duplicates of the X-Man known as…"

* * *

"Oh my god…." Kitty whispered under her breath, her hands cupped over her mouth and tears streaming down her face as she watched the events unfold on the television in her parent's living room. "Jamie…. What did they _do_ to you?"

"He… he was one of Xavier's students, wasn't he?" Kitty's father asked. Both of her parents were sitting there on the couch with her, in utter shock as the news reports continued to come in regarding the rapidly expanding army that was seemingly coming out of nowhere. "I vaguely remember meeting him one time we visited there… he looks taller than I remember, though. A lot taller, since I think I saw him only about a year ago."

"Yes… that's Jamie, alright," Kitty said, shaking her head in disbelief. "Or what used to BE Jamie, anyways. There's no way the Jamie I know would've ever done something like this…"

"So…" Kitty's mother squirmed uncomfortably in her seat next to her daughter, unsure of how to word what she was about to say. "I'm sure that… I mean, I think it's pretty probable that with something of this magnitude, the X-Men are going to… um…"

"I know what you're going to say," Kitty interrupted, burying her face in her hands so that her reply was muffled. "But… THIS… is exactly why I left, mom. It never ends. It… _never_… ends. And this is just more proof of that."

"But, honey… I mean, this involves more than just the X-Men…"

"I know, I know, and if it comes to it I'll protect you guys in any way I can. But… what could I do against something like _that_? I'd just be getting involved again, seeing more people…. die… No, I… I've left that life behind."

"Kitty's right," her father said. "It seemed like we were always hearing of some new threat the X-Men were facing, and I can't imagine being a part of something like that. I can't blame her at all. C'mon, everyone. We've got to hurry up and pack up some supplies in case we need to head south. That army of clones is entering North Dakota now, and we're in northern Illinois. At the rate they're advancing, if they're not stopped soon we're going to have to leave here."

As her parents stood up and began to grab anything around the house that they deemed essential, Kitty took one last look at the TV screen, at the soldier that had mere months earlier been just a regular kid.

And then, with her vision blurred because of the tears, she switched off the television and helped her parents pack.

* * *

It was the shortest mission briefing the X-Men had ever had.

Bobby had been the first to turn on the TV and see the incoming news reports that had taken over every channel. He had quickly alerted Ororo, who had in turn alerted Xavier. After seeing such a nightmare unfold on the television set in front of him, Xavier had immediately sent out a telepathic message to all of his students, telling them to turn on the nearest TV set immediately.

Some had been eating breakfast; others had been up for hours and were engaged in various leisurely activities; still others had been sleeping in and taking advantage of summer vacation. But less than a minute after Xavier had sent out his telepathic message, almost as one all of the X-Men had gathered in the meeting room, almost instinctively. They all looked from one to the other, their faces registering emotions ranging from grim determination to utter despair and heartbreak. All the arguments from the past few days, the infighting—forgotten, as soon as those TV sets were flipped on.

And they all know what they had to do. Even if it meant near-certain death, it was all or nothing here. Either a miraculous victory or a valiant but inconsequential last stand—there would be, COULD be no other outcomes.

Scott looked from one of them, to the other, to the other. Each one looked him back in the eye, their expressions all saying the same thing.

_They're going to pay for this._

"Let's move," was all Scott said.

And move they did.

* * *

Maverick was snapped out of his light nap when a large clanging noise emanated from the cell door next to him.

Unlike most normal jail cells, Maverick's was almost completely covered in a special kind of steel, one that negated his Mutant ability to absorb and redirect kinetic energy—otherwise he could have pounded the walls with his fists until he had gathered up enough energy to simply blow them open. The only exceptions were one small rectangular hole in the cell door for seeing out into the hallway of the H.Y.D.R.A. prison complex, and a longer—but still very small—rectangular hole cut into one side of the cell that let him see into the cell adjacent.

Why H.Y.D.R.A. had put him into a cell that actually allowed him to see and talk to another prisoner had been beyond him.

Until now.

The large clanging noise was the unlocking of the adjacent room's door, the cell he could see into via the slit in the wall.

"Get 'er in there and keep 'er in there," said a figure who was outside Maverick's line of sight—presumably one H.Y.D.R.A guard to another. "We'll see just how good her healing factor is when we don't give her any food or water, heheh."

Maverick winced as a bloody, scarred, scabby mess that could barely be described as human was thrown into the cell. The individual—a young female, by the sound of her cry of pain as she hit the hard metal floor—had a few long strands of black hair left on her head, her black uniform was almost completely shredded. And she had…

Bone claws….

"X-23?" Maverick asked. "Oh my lord, X-23, is that you?"

A bloody gurgle emitted from the human-shaped pile of flesh in response. Maverick couldn't make out what she said, but she sounded relieved and… somewhat annoyed, oddly enough.

Maverick felt like he wanted to vomit, her body was so shredded and torn apart. But unfortunately, he could do nothing in his current status except watch the teenager painfully heal.

"Alright, then," Maverick sniffed, holding back a tear at the sight of how much pain the child was in as he sat back in his cell. _It seems H.Y.D.R.A. always finds a way to sink lower…_ "I suppose I'll have to wait until you're in a better state before I can really talk to you… But I think we have quite a lot to chat about, you and I. And I think H.Y.D.R.A., for some reason or another, _wants_ us to chat. Otherwise this small slot between our cells wouldn't be here."

* * *

As expected, it wasn't long before X-23 had healed enough to be functional again. A mere seven minutes later and Maverick could already hear her tapping around at different spots in her cell with her bone claws, trying to find a weak point.

"Don't bother, X," Maverick said, sighing. "These cells are specifically designed to hold US, not just your average prisoners. You wouldn't believe how much money Sinister has through different foreign accounts- it means little to H.Y.D.R.A. to strip down and re-design these cells any time a, er… 'special' prisoner is scheduled to be held here."

X-23 ignored him and wordlessly continued to tap around her cell, trying to find a spot—any spot—that rang slightly hollow, one that she could perhaps puncture over time.

"X-23, please… sit down. Sinister is far more resourceful than even you give him credit for… in fact, that's probably why you're in here in the first place, isn't it?"

A few moments of silence followed before X-23's voice came through the small slot that connected both of their cells. "How do you know about me?"

Even despite all she had recently been through, her tone still remained rather flat with a hint of anger in it, no different than it had been during the brief time he had seen her in the Institute.

Maverick sighed again. "That's a… long story."

Silence.

"Of course… I think we have some time to kill, so… sure, why not."

"Start at the beginning. Why is this Mutant named Sinister running H.Y.D.R.A.? Every source I had ever hacked about this organization said that Madame Hydra was the leader. I thought I had killed her more than a year ago."

"You took out _a_ Madame Hydra. There are multiples, X. She's a clone, just like you are, but instead of being cloned to be a weapon, she was cloned to be a figurehead. The original Madame Hydra, from what I can discern, was completely and totally loyal to Sinister. They were married, in fact. Of course, time passed, and she grew old, but Sinister didn't want to risk letting someone else into such a high position in the organization, so instead he took samples of her DNA to clone her. Only those most deeply involved in H.Y.D.R.A.—Gauntlet, those who were involved in Weapon X, Kimura—only we know that Sinister is the true leader of the organization, and has been since its inception."

"…Since its inception? I thought H.Y.D.R.A. was over a hundred years old."

"Nearly two hundred, in fact. Sinister has the same regenerative powers as you and Wolverine, only perhaps even moreso. He heals almost instantaneously from any attack, no matter how grevious. And with those powers comes the same dramatic slowing of the aging process."

"So to really destroy H.Y.D.R.A., I need to kill Sinister."

"…Well, yes, but again… he's nigh-indestructible, X."

"Nigh-indestructible is not the same as indestructible."

Maverick couldn't help but smirk. "True…"

A few moments of silence passed before X-23 spoke up again. "So. Since you apparently know all this, I take it you were part of the Weapon X project?"

"At one time, yes."

"Explain. Now."

Maverick pinched his sinuses. H.Y.D.R.A. certainly hadn't bred manners into the girl, that was for sure.

"I guess I really had better start at the beginning, like you said.

"Despite my best prying, I haven't been able to uncover Sinister's true birthdate or real name. All I know is that he was born in England sometime in the early nineteenth century and emigrated to Canada near the end of that century, after he had fallen in love with the original Madame Hydra and married her—again, I've never been able to find out Madame Hydra's real name, but that's rather immaterial.

"From the earliest records I've been able to dig up, Sinister was always interested in science and genetics, but didn't have the ethical sense to know the proper boundaries for such things. The British government refused to approve the extreme measures he wanted to take, despite his promises that he could eventually create better, stronger, more 'perfect' individuals for their dying empire. A rather extreme form of eugenics was his original idea, I believe. This was the time of Sir Francis Galton and his ilk, you see, and ideas like that were becoming more popular among some individuals. And so he took his operations underground, but a few years into it he was found out. He managed to escape the police—due to his Mutant abilities, I would presume—and records show this is when he emigrated to Canada, albeit illegally, of course. Unlike the area around London where he was born, this country obviously has vast, unpopulated areas—an environment much more akin to harboring secretive organizations, as it were.

"And so H.Y.D.R.A. was born. For the next seventy or so years, it was rather a small-time operation—mostly just a small cadre of ethically-challenged scientists carrying out abominable scientific experiments in the middle of nowhere. On the off-chance someone stumbled across their hidden facility, well, that unfortunate individual simply became their next test subject. At this time, though, the experiments were done simply for scientific curiosity's sake, nothing more.

"As the decades went by, however, and the original crew of H.Y.D.R.A. died off, others couldn't help but notice that Sinister aged little, if at all. His followers grew, many of them thinking he was some kind of superhuman spiritual being—remember, this was a long, long time before Mutants were common knowledge even among top-secret government agencies. There simply weren't enough of them yet for anyone to take notice of the X-Gene. Sinister, the egomaniac that he is, did nothing to dissuade this notion, and in fact encouraged it. It made his decrees law among the rapidly growing organization, after all.

"And then, in the 1950s, Sinister and his subordinates finally felt they had the resources and the manpower to really branch out beyond just 'knowledge for knowledge's sake', and began to look into creating super soldiers like the fabled Captain America from World War II—only better, longer-living, and without the harmful side effects.

"Thus the Weapon X project was born," Maverick sighed. "And thus H.Y.D.R.A. entered into the 'big time', or at least as much as a secret underground organization could enter the big time, I suppose. If only I had known then what I had known now… well… let's just say that this horrible, godforsaken project might never have gotten off the ground.

"You see, X-23… I was the brains behind Weapon X originally. This whole project, its disastrous consequences…. It was all my fault."

* * *

"Well, I take it back. This was a royally _bad _idea," Jubilee said, wincing as the Blackbird took a grazing from a missile salvo and shook slightly from the impact.

"And what would you have had us do, sit in our Mansion and wait for the army to come to us?" Cyclops said from his position at the controls.

"But LOOK at them all down there!" Jubilee said, gesturing out the side window.

Indeed, both the Blackbird and the XM Velocity had just about reached the ever-advancing front of the clone army. The army of Jamies stretched out into the horizon, smoke billowing up from destroyed buildings of the few small towns in the distance that the army had already come through and occupied. It appeared that, at least for now, the army was only retaliating against any direct aggressors, though—no farm fields were being razed or just any building being blown up. Only governmental and law enforcement buildings—as well as any buildings that sold guns and ammunition—were being raided, from the reports Nightcrawler was radioing in from down in the midst of it all. The blue Mutant had volunteered to find out what exactly was going on behind enemy lines and had been almost constantly teleporting from place to place behind the battlefield, just long enough to gather information and always 'porting out if any Jamies caught wind of his presence.

Still, the rest of the X-Men quite honestly weren't worried as much about Nightcrawler as they were about themselves. The territory the Jamies had already conquered was relatively tranquil, with no one daring to come out of their homes and thus little bloodshed, according to Nightcrawler's reports. The frontline that both of the X-Jets were swiftly advancing towards, though—that place was now an absolute war zone.

By now the surprised U.S. military had gathered its wherewithal enough to send troops to try to repel the invasion, and although they were putting up a valiant effort, it was clear that they were losing. Although the military had larger, better hardware such as tanks, Apache helicopters, and the like, the army of Jamies had rather advanced weaponry—weaponry that duplicated as they duplicated. Whenever a tank mortar blasted away a swathe of Jamies, it was almost immediately filled up with more duplicates, and the lines continued to advance.

"I still don't understand how this is even possible!" Storm exclaimed. "Even if H.Y.D.R.A. was somehow able to brainwash Jamie, he couldn't duplicate this much! His brain wouldn't be able to handle it!"

"I'm not entirely certain either," Beast said, "But if we're ever going to get the bottom of this we definitely need to find out where the main H.Y.D.R.A. headquarters is… somehow. If we can stop the, er… 'production' of these duplicates, as it were, the entire army should fizzle out within minutes."

"Everyone hold on, incoming!" Cyclops yelled out, bringing the Blackbird up sharply as another missile salvo from a H.Y.D.R.A. helicopter just barely missed hitting the cockpit dead-on. In response, the co-pilot—Beast—fired off a duo of missiles from the jet, which zeroed in on the offending helicopter and sent it bursting into a ball of flames which quickly descended into the Rocky Mountain foothills below.

"We're all sitting ducks up here!" Iceman exclaimed. "Isn't there anything we can do?"

"If we get on the ground right now, we're toast," Cyclops replied. "And look—H.Y.D.R.A.'s air forces are far fewer in number compared to their ground troops. When Multiple duplicates he can also duplicate small things like guns, but not something as large as a jet or helicopter. So although H.Y.D.R.A. essentially has unlimited firepower on the ground, they're currently stuck with however many aircraft they had had before they launched this invasion.

"Alright, we're nearing the frontline," Beast said. "We're going to need to blast our way through. Storm, if you would be so kind…"

"Cyclops, be prepared to steady the Blackbird," Storm replied as she stepped into the waist harness situated right behind the pilot and co-pilot chairs and fastened it. "I'll try to minimize the wind around us, but there will still be some turbulence."

"Got it," Cyclops said as the platform under the waist harness raised up towards the Blackbird's ceiling, which simultaneously slid back so that Storm was slowly elevated onto the X-Jet's roof.

"Charles, do you copy?" Beast said, speaking into the Blackbird's intercom. "We're preparing the battering ram, over. Be prepared to hold 'er steady."

*I copy, Hank,* came Xavier's voice through the intercom, *Jean and I will try to hold the Velocity as steady as possible. Proceed.*

Almost as if on cue, the few clouds in the sky began to quickly darken and grow larger and taller at supernatural speeds until a mere half minute later the sun was no longer in view.

Storm, from her position on the roof of the Blackbird, furrowed her brow as she concentrated, and her eyes snapped open, glowing faintly.

Lightning struck several places simultaneously as the two X-Jets neared the frontlines. All of them lanced right through several of the H.Y.D.R.A. helicopters, sending them all spiraling downwards in a wreath of flames and electricity.

A hole was now big enough for the X-Jets to make it though the battle lines, but H.Y.D.R.A. jets all around had seen the disturbance and were diving in, preparing to "plug" the hole before anyone took advantage of the temporary weakness.

Which, of course, was just what Storm had been counting on. Just as many of the H.Y.D.R.A. jets swooped in to fly through the exposed hole and at the incoming X-Jets, with a grunt of effort Storm unleashed a massive blast of wind at the H.Y.D.R.A. fighters, flinging them all backwards almost instantly, most of them out of control as they smashed into the hills below, more plumes of fire erupting from the ground as they did so.

"Alright," Storm gasped as the small platform she was on descended back into the cockpit area, the roof above her sliding closed. "That's as much as I can do for now. Go, go!"

Jubilee and Mercury helped Storm unbuckle herself and walk her towards her seat near the back of the Blackbird as the two X-Jets flew into the now-vacant hole.

"So now what?" Iceman asked.

"Well, I'm sure they'll be sending more aircraft at us once they realize Storm's expended her powers," Beast said.

As Beast flipped a switch, everyone inside the Blackbird looked around as several whirs and clicks sounded all around the vehicle. Within seconds, almost a dozen missile pods and guns emerged out of the Blackbird's chassis, all battle-ready and in prime condition.

"Which, of course, is what these beauties are for," Cyclops grinned.

"We can't take out all of them, though!" Jubilee said.

"We don't need to," Beast said. "We're making a beeline straight for where this army seems to be appearing from, a bit north of the American-Canadian border, pretty much 400 miles directly north from our position currently. Hopefully we can figure out where they're—"

*This is Nightcrawler. Does anyone read?*

Beast immediately stopped in mid-sentence and turned back towards the Blackbird's console. "Nightcrawler, thank goodness you're still okay. What do you have to report?"

*Well, first off, pretty light show back zere… but I've actually found two people who can solve all of our problems…. I zink.*

"What?" Cyclops jumped in, his eyebrows quirked. "Who?"

*Er, uhm… remember two of those H.Y.D.R.A. mercenaries who entered the Institute and took the initial two Jamies? Yeah, they're right here with me…. And they're not fighting me, but rather all ze Jamies around us. They could, um… really use their help.*

"And why should we help them?" Cyclops asked. "They tried to kill us!"

*Because… they told me they know the location of H.Y.D.R.A. headquarters. They can take us zere.*

Cyclops sighed for a second before switching the intercom. "Professor X, Jean… did you guys catch that?"

*Yeah, we got it,* Jean said. *Since we're a bit ahead of you guys, and because the Velocity is better for vertical pick-ups, we're zeroing in on Kurt's location right now. Cover us, while we…. Ugh, I can't believe I'm saying this…. _rescue_ these two H.Y.D.R.A. mercenaries from a problem _they_ created.*

* * *

"'Crawler, you might wanna 'port!" Domino yelled, aiming two of her machine guns right at Kurt.

Nightcrawler gulped and teleported behind Domino, just in time to see her send a spray of bullets towards a few Jamies that had found their position. Both of the Jamies were "regular" duplicates, and dissipated into thin air as the bullets hit them.

"I have to say, this is a lot more fun than I thought it'd be," Deadpool said, sheathing his blood-stained swords after felling a "solid" Jamie clone, who crumpled to the ground, his life bleeding out of them.

"Fun?" Nightcrawler replied, angrily turning Deadpool around. "You call killing one of my friends over and over and over FUN! What is WRONG with you?"

"Kind of a long story," Deadpool shrugged. "And it's being told in another scene anyways, so it'd be pretty redundant to repeat it here."

Nightcrawler merely backed away from Deadpool a few steps, an eyebrow quirked.

"Don't mind him," Domino said as she quickly glanced around the front of the small abandoned grocery store they had taken refuge in, making sure there weren't any other Jamie duplicates nearby. "Deadpool can say some pretty… out there… stuff sometimes. But he gets the job done."

"Okay, you seem slightly more sane, but how could you just go about all….this… with practically no emotion at all?" Nightcrawler said. "Don't you have any morals, anything at ALL telling you that this is all wrong?"

"We might have been involved with H.Y.D.R.A. back in the day, but we're free agents now," Domino said. "They paid us to capture that pint-sized friend—er, friends—of yours, and quite handsomely too, I might add. I had no idea that they were going to do something like this with them."

"Okay, but let's pretend that they didn't. You still have no problem with capturing and killing people without even knowing _vhy_ you're doing it?"

"Hey, you do what you're good at, right? And we both just happen to be exceptionally good at killing people. Which is why we decided we might as well make a living out of it."

"Yeah, and look where _that's_ gotten you," Nightcrawler muttered.

"Alright, look," Domino scowled, taking a few steps towards Kurt until they were right next to each other. "You seem like a nice kid….which, quite frankly, is two strikes against you as far as I'm concerned.

"Now, our alliance is pretty tenuous as it is, you got it? So don't pester me and Deadpool with your stupid 'morality' talk and I won't shoot a hole through one of your friend's heads when they arrive." Taking one of many guns out of a holster on her lower leg, she cocked it and threw it to Nightcrawler, who awkwardly caught it.

"But you _are_ going to help us, right?" Nightcrawler asked, eyeing the AK-47 in his hands nervously.

"If we were really in league with H.Y.D.R.A., why would we be stuck in the middle out here fighting an army we helped to create? They screwed us over big time, kiddo, and it's time for them to pay for their mistakes. And not with cash, this time. We know where the H.Y.D.R.A. main base is, and we'll lead you and your band of 'heroes' to it. But it isn't gonna be a cakewalk anyway you look at it, so ALL of you are going to have to go in there guns blazing, forgetting that you're firing on your bud, or all of this is for nothing. Quite frankly, WE have more reason to be skeptical of YOU than—"

Domino was interrupted as the sound of exploding missiles and guns firing suddenly sounded from outside.

"Alright, Santie Claus is here!" Deadpool said giddily, unsheathing his swords again. "Let's see what presents he's brought us this year!"

"'Crawler, port us to the top of the building!" Domino said.

"But ve'll be sitting ducks up zere!" Nightcrawler protested.

"You haven't seen us truly kickin' butt yet, so I'll ignore that," Domino said. "There's a reason we've survived this long, kiddo. Now, get with the 'porting."

Nightcrawler reluctantly did, and a split second later they both were in the middle of a whirlwind of chaos. The XM Velocity was indeed slowly descending towards them, about three blocks away, while the Blackbird zoomed around the horizon, evading and destroying some persistent H.Y.D.R.A. enemy jets. However, even with the Blackbird distracting some of H.Y.D.R.A.'s aerial forces, there was still the matter of the army of Jamies on the ground. Their ranks were considerably thinner here than they had been at the advancing front—only a token "occupying" force was left behind, which is why the three Mutants had been able to stow away for as long as they had—but it was an army of duplicates, after all. With the sight of the incoming XM Velocity, the few flesh-and-blood "clone" Jamies who had been wandering the streets quickly began creating temporary duplicates of themselves, aiming various types of guns and artillery weapons at the Velocity.

"There's too many of zem!" Nightcrawler said. "Hang on, I'll teleport us into the Velocity so that we can—"

"Hold on, kiddo," Domino interjected. "These Jamies are multiplying so fast, by the time you 'port us into the copter and take off, we'll be taking so much firepower that we may not make it out of their firing range before taking critical damage."

"Then this is where we come in," Deadpool crowed.

"Now remember kiddo, you _point_ the gun and _press the trigger_," Domino said, quickly checking all of her guns to make sure they were loaded and ready. "And _try_ not to shoot us. We'll take care of the rest."

And with that, both of the mercenaries leapt off the two-story roof and into the rapidly expanding army, Deadpool somehow jumping clear across the street and onto the building top on the other side—one less than a block away to where the Velocity was descending, having just located their positions a moment ago from the looks of it—while Domino jumped down to the streets below, right in the thick of it.

Nightcrawler was amazed. He hated to look at such carnage, but yet it was truly a sort of unholy art form. Ducking, weaving, and dodging, the fact that Domino and Deadpool were outnumbered a hundred-to-one didn't seem to faze them in the slightest. Within seconds Domino had gunned down dozens of Jamies around her, only a few plasma blasts having grazed her uniform. Deadpool preferred to get more up close and personal with his enemies, slicing several clones in two in the blink of an eye as he landed before he began to clear the rest of the roof. He didn't dodge as effectively as Domino, but perhaps it was because he didn't need to—any injuries he received from the Jamie army quickly healed as he continued to cut his way through the troops.

"There's Kurt!"

Nightcrawler was shaken out of his reverie as he recognized Jamie's—or rather, _a_ Jamie's- stern voice shout from behind him, and quickly turning around, he noticed a group of three—no, make that five, no, make that _nine_—Jamies having come up onto the roof from the floor below.

"Oh, right… the gun," Nightcrawler said. Wincing, he mumbled a quick prayer as he clumsily opened fire on the duplicates of his friend, cutting some of them down, but not as fast as they could duplicate more of themselves.

"Uh… Domino, Deadpool… could really use some help here!" Nightcrawler said, starting to panic as the number of enemies on the roof rose above twenty.

Suddenly about a dozen of the Jamies went flying off of the roof, blown back by some unseen force.

Jean's voice abruptly sounded off in Kurt's head. _Don't worry Kurt, we've got your back._

With most of the other Jamies in the area occupied with Domino and Deadpool, the XM Velocity had pulled up to the side of the building, the rotor noise almost deafening this close to Nightcrawler's ears. The only reason he hadn't heard it pulling up was because of the sound of the AK-47 in his hands repeatedly going off… and his heart pounding.

The side door to the Velocity opened, and out jumped Magma and Husk onto the building's roof, with Jean simply floating out behind them.

"Stay close to the Velocity, the two mercenaries are handling the Jamies further out," Jean yelled to the three other X-Men on the roof. "Don't get too close to them, or they'll overwhelm you. Let's make this quick—we've gotta get out here, the Blackbird can only distract the H.Y.D.R.A. fighters for so long without backup!"

"Already on it," Husk said to herself as she quickly shed her skin, her form underneath becoming rock-hard liquid nitrogen. Almost immediately an aura of intense cold shot out from her, instantly freezing anything she touched. Sprinting towards the Jamies, she didn't even have to touch them for the freezing to start—a couple duplicates instantly froze in place before they could back away. A few others began to shoot at her, but the hard form she had chosen caused the blasts to merely bounce off of her, barely knicking her skin.

"Geez, will you watch it?" Magma said, her flames flickering slightly as Husk got within about ten feet of her. "I can't keep my flames up under THAT kind of cold!"

Magma merely started hurling random fireballs into the crowd of Jamies that weren't already occupied, setting several of them on fire. Many of the Jamie duplicates dropped to the ground, screaming in agony before finally disappearing into thin air.

"How can you all _do_ this?" Nightcrawler said, something inside him seizing up as he saw Jamies suffering all around him. He lowered his gun, raised it slightly, then lowered it for good. "I can't… this is our _friend_."

"Kurt…. We do what we have to," Jean said sadly, hovering up to him as she telekinetically flung a score of Jamies off the roof and into the street below. "These aren't Jamie…not anymore."

No sooner had Jean laid a hand on Nightcrawler's shoulder than Domino and Deadpool climbed or leapt onto the rooftop they all had gathered on, both of them almost covered in blood—very little of it theirs.

"Alright, we took care of most of the 'real' clones—many of the duplicates have faded out," Domino said, slinging one of her guns back its holster. "It's now or never."

"Alright, everyone, let's go go go!" Jean said, motioning for Magma and Husk to get into the Velocity as she, Nightcrawler, Deadpool, and Domino hopped in. Both of the female X-Men immediately complied, reverting to their original forms before they jumped into the aircraft.

Nightcrawler breathed heavily, hyperventilating as he immediately dropped the AK-47 onto the floor of the Velocity and sat down, shaking. "I hope I never have to do anything like that ever again."

"Yeah, well, I wouldn't count on that," Domino said as everyone inside strapped themselves in, the Velocity accelerating as it quickly gained altitude and speed, streaking towards the Blackbird."

"Vhat? Why?"

"Because, furball, I don't know if you've forgotten, but the whole reason we're ON this jet is because we know where the main H.Y.D.R.A. base is," Deadpool said. "And once we give the your buddies in that other jet the coordinates, we'll be cruising towards it straightaway, before things get even crazier than me on the Fourth of July."

"You don't mean…?" Nightcrawler said, his tone quickly taking on a mixture of dread and horror.

"_I'm a really patriotic guy, y'see_," Deadpool whispered out of the side of his mouth to Husk, who merely rolled her eyes.

"Yup. The only way to stop this is to take it out at the source, kiddo," Domino replied.  
"And I have no doubt H.Y.D.R.A. headquarters is where all these Jamies are comin' from. So in a few more hours, we'll be laying siege to the big base itself."

"But that's suicide!" Nightcrawler protested.

"Funny, me and Deadpool have been doing stuff like this all our lives and we aren't dead yet," Domino smirked. "Though, for you guys… yeah, probably."

_"…Okay, it's just because I really like explosions_," Deadpool continued to whisper to Husk. "_Don't tell, mkay_?"

* * *

"What do you mean, _you're_ responsible?" X-23 said, rage now evident in her voice. "You mean you're the one who started all this? YOU'RE responsible for what I am?"

Maverick could tell that if there wasn't the impenetrable wall separating them, the clone would have her claws to his neck right now. "Well, er… indirectly, that is."

"Explain. Now."

"After the end of World War II and the decline in the popularity of eugenics because of its use by the Nazis, Sinister pretty much gave up on trying to recruit, get any sort of popular support going among the scientific community, even among the rather secret channels he had already been using. So he more or less completely shut H.Y.D.R.A. off from any outside contact, and within a few years, almost anyone who wasn't already employed by H.Y.D.R.A. knew we existed anymore.

"He had come up with an idea, though. A sort of forced evolution of a select few test subjects, using samples of DNA from himself—a project he called 'Weapon X'."

"But I thought you said _you_ created it."

"I was the one responsible for it happening, yes. At the time, I was a geneticist employed by H.Y.D.R.A. If I had known then what I know now…. Anyways, I was the one who came up with how to essentially combine and 'graft', if you will, Sinister's DNA onto other individuals. We tried the process on regular humans, but those, well… they died pretty horrificially. I was a bit hesitant at this point, but still stayed on the project, lying to myself that I'd be able to refine it, that the ends justified the means, that this would all be worth it soon enough.

"An employee named Wade Wilson was our first successful test subject, if you use the term 'successful' very loosely. He had been chosen because, besides Sinister, he was the only employee that was known to be a Mutant. He had superhuman reflexes and agility… but unfortunately, he had also been recently diagnosed with incurable cancer. He had little to lose, and thus volunteered for the project.

"The Weapon X process, at the time, merely involved mixing some of Sinister's DNA with the host—nothing like what Wolverine had gone through. Wade Wilson emerged alive, but… not well. His skin was horribly disfigured, but he had an incredible regenerative ability, almost as good as Sinister's himself. He also had gained superhuman senses, in addition to the sort of 'sixth sense' you and Wolverine have when you sense something about a situation isn't right. Unfortunately, it had also driven him insane—the regenerative ability caused the cancer to essentially spread rapidly over his body, but without killing him, leaving his mind a wreck and giving him his current appearance. Despite all these setbacks, he was given the codename Deadpool by Sinister, and considered a partial success. Sinister determined that Deadpool's unique condition was the problem, not the process, and ordered new Mutants found to subject to the Weapon X process."

"Wait… I'm confused," X-23 interrupted. "I had always been told that H.Y.D.R.A. had stolen the Weapon X process from another organization. That it wasn't created by them."

"That comes later, but to give you a short answer, it was merely a cover story," Maverick replied. "Again, one where only the truth was known by Sinister, a few select others, and those directly involved in the Weapon X project. The main reason for the cover-up was that if others thought we hadn't originally created the process, we wouldn't know as much about it as the 'true' creators, and thus people wouldn't try to infiltrate our organization to try to steal the 'original' research on it.

"But continuing with our little history lesson here, Sinister was actually pleased with Deadpool, despite the many… defects. Still, he wanted improvement, and I, along with several other H.Y.D.R.A. scientists, continued to work on the project. Through various covert enterprises that I quite honestly don't have all the details about, we managed to find and recruit several more test subjects for the project.

"Domino, real name Neena Thurman—Wraith, real name Hector Rendoza- and Sabretooth, real name Victor Creed- were all subjected to the process next. Domino seemed to possess some sort of ability to manipulate probabilities—i.e., 'luck'—slightly in her favor, but the Weapon X process gave her incredible marksmanship, as well as a regenerative ability. Despite the fact that the only visible side effect was the draining of most of the pigment from Domino's skin—the black circle around her left eye is a tattoo, by the way—Sinister oddly considered her less of a success than Deadpool, even considering that she emerged still sane. You see, Domino's regenerative ability is slight, not nearly as obvious and immediate as, say, yours or Wolverine's. But it's there. Whereas on average a healthy human takes about six weeks to heal a broken bone, Domino only takes about four to five days to recover from such a wound. It also has an effect on her aging, although again, less so than yours or Logan's—she's roughly sixty years old now, though she looks like she's in her mid-thirties.

"Wraith already had the Mutant ability to turn himself partially transparent, which is one of the reasons why Sinister had selected him. An almost invisible person with a regenerative ability? Such an individual would be the perfect assassin-for-hire. Sadly—at least for Sinister—Wraith was another 'failure'. Like Domino—and Sinister himself—the project drained most of the pigmentation from his skin and gave him a slight regenerative ability, but nothing else. Sinister considered Wraith the worst failure of the project, given his high hopes.

"Sabretooth was where Sinister thought the project had produced its first, unqualified success. You see, he was mainly concerned with replicating his healing factor without any nasty side effects, and this worked on Sabretooth. He had always had the animal-like claws and fangs, but his regenerative ability, though not quite as good as Sinister's, was just a step below it and comparable to Wolverine's. And unlike Deadpool, he had a somewhat level head about him.

"So, like many scientists without any morals or ethics who have had a taste of success, Sinister decided to keep pushing the project further and further. He decided to up the ante with Arkady Rossovich, codename Omega Red. Without Arkady's knowledge, Sinister had planned to implant carbonadium tentacles—at the time, the strongest metal known to man—into the Mutant's body during the Weapon X process. Given that Omega Red already had superhuman strength and durability as his Mutant powers, Sinister figured Arkady had a high probability of surviving the process. If he didn't—well, Sinister hardly cared about that.

"The project was a success—not only did he survived the process, he gained a healing factor similar to Wolverine's. And, given his newfound abilities and taste for blood—Arkady had been a convicted serial killer before H.Y.D.R.A. had released him from prison—Omega Red was surprisingly forgiving for the heretofore unknown carbonadium implants.

"Seeing what Sinister was willing to do to an individual without their knowledge, by now I wanted out. But I knew I couldn't leave H.Y.D.R.A. voluntarily—at least not without getting shot in the back of the head on the way out. Fortunately, I had a plan of my own. I had hid my mutation from Sinister and the rest of H.Y.D.R.A. for all these years, and finally outted my condition, telling him that I was so impressed with the process I wanted to undergo it myself. You see, my ability was that I could absorb and redirect kinetic energy, but only to a certain amount. With a regenerative ability like Sabretooth's, I told him, I could be nearly unstoppable as a soldier. Sinister bought it, and I underwent the process, taking the codename 'Maverick', given how many of the H.Y.D.R.A. scientists had called me that after I had essentially created and then 'perfected' the Weapon X process. Unfortunately for both of us, my body didn't take the Weapon X process as well as some of the others, and my regenerative ability was slight, like Domino's and Wraith's. I had planned to use my hypothesized near-invulnerability to escape H.Y.D.R.A. unscathed, but it apparently was not to be. I was stuck working on a project I was so morally against I didn't even know if I could live with myself anymore.

"And then… then came what Sinister claimed would be the final, ultimate step of the project. He had found the perfect candidate, he said—this man, truly, would be 'Weapon X'.

"And so we put Wolverine through the process… both the project's biggest success, and its fatal mistake."

* * *

Sinister was on top of the world.

Things couldn't be going more smoothly. Oh, there had been a couple of destroyed jets here, a pocket of U.S. troops putting up a bit more resistance than expected there—but things were quickly reaching the point where he could not, by any means, be stopped.

As expected, the mass cloning of "Master Multiple" had been a complete success. The soulless, amoral individual he now considered the "real" Jamie Madrox was strapped down in a lab a floor below. They were applying the replication process to him over and over and over again, but this time it was a highly sped-up cloning process, not a forced "permanent duplication" that had caused slight shifts in behavior from duplicate to duplicate until what had been the X-Man Multiple had become Master Multiple. Each Master Multiple had a mental link to the original "double-M" to receive overall directives from, but otherwise each Master Multiple was exactly like the others, not just in looks, but in behavior and mindset as well—so there was no chance of rebellion, no backstabbing occurring here. They were all utterly and completely loyal to H.Y.D.R.A. Each batch of "real" Master Multiples was taken covertly by transport vehicles—each equipped with a near-invisibilty cloak so global satellites and the few aerial surveillance vehicles still aloft in the area couldn't track them back to the main H.Y.D.R.A. base—to near the border, where they were released and began to duplicate en masse. Even though his "real" army of Master Multiples ran into the low thousands, with so many duplicates by all accounts they were now in the millions, and ever-growing as more and more Multiples were transported to the border. Within days they would be on the Capitol, and some had already hijacked planes and would soon land on other continents. Soon stealth would no longer be needed, and the line of Master Multiple clones could stream out of H.Y.D.R.A. headquarters without fear of reprisal as they commandeered any military aircraft they could find. Within a week or two, the world would be his, an utterly massive army of Multiples and their duplicates subjugating anyone who stood in their way.

And on top of it all, imagery from above ground showed the X-Men's two jets—the Blackbird and the Velocity—converging on H.Y.D.R.A. headquarters. Sinister had no idea how the X-Men had figured out the base's location, but the only possible threat to his new world order had just knocked on his front door, not knowing what lay behind it.

Sinister gleefully told a few H.Y.D.R.A. agents manning the console in front of him to open up the hidden artillery armaments and target the two aircraft immediately.

"Alright, there it is."

* * *

"Wait, what?" Husk said, turning in her chair to face Deadpool. "There's nothing down there but trees and snow."

"Well, du-uh," Deadpool responded back. "That's kinda, y'know, the point. It's all underground. But hey, maybe when they decide to do some renovations they could move it above ground—y'know, make it in the shape of a big giant 'H' so satellites could target it and the U.S. could just nuke the place from a bazillion miles away."

"Okay, okay…. Point taken," Husk said in a huff.

"Radar is detecting no other aircraft in the near vicinity," Xavier said, his eyes dancing across the instrument panels. "Probably so no one gets suspicious. But we should still—"

*Wait, Charles—do you see that?* came Beast's voice urgently over the comlink.

"See wha—"

Xavier stopped midsentence. The very earth itself was moving below, the trees and snow on it folding back as huge mechanical anti-air missile launchers poked up from the beneath the soil itself.

Domino cursed.

"Okay, I really _really_ thought we were in the know," Deadpool said, "…But I pinky-swear I've never heard about the base having defenses like this."

"Beast, evasive maneuvers!" Charles said, pulling back on the flight stick. "We've got to avoid this firepower until we can—"

*It's too late!* Beast yelled back through the comlink. *There's dozens of missile launchers popping out everywhere, and-*

*They're firing!* Xavier heard Mercury over the comlink scream from somewhere back in the Blackbird.

"Everyone, brace for imp—"

Xavier didn't even get to finish his sentence as a barrage of anti-air missiles struck both the Blackbird and the Velocity simultaneously, two huge balls of flame lighting up the evening sky for miles around.

_To be continued…_


	2. Chapter 2

"Into the Breach, Part II"

by Beastbot

_(Author's Note: Because of the quick, massive nature of this storyline/fight, there are some pretty violent, brutal takedowns—though I assure you I don't go into TOO much detail regarding them. Just a fair warning.)_

"They're firing!" Mercury screamed.

Acting in a nanosecond just before the missiles hit the Blackbird, she immediately stretched and widened her body shape, spreading over each of the other X-Men in the jet and engulfing them and the seats they were strapped into in a protective shield of liquid metal that quickly solidified. Before anyone else could even comprehend why their vision was suddenly covered by a silvery sheath, both missiles hit the Blackbird straight in the engines.

_Please God let this w—_was all Mercury managed to think before the engine exploded, the roar so loud it was nearly eardrum-bursting as the entire jet exploded in a huge fireball.

Still not sure what was happening, many of the X-Men fully panicked, screaming in utter fear into the metal sheet covering them as suddenly it got hot—scalding hot. Especially when, once they screamed, they found themselves suffocating under the metal, unable to breathe through the scorching covering.

And then all of the X-Men felt their stomachs leap up into their necks as they suddenly felt like they were falling, falling, falling—

Beast, Cyclops, Jubilee, Iceman, Storm, Wolfsbane, and Moonstar had the scalding hot liquid metal peel off their eyes only to see that, along with flaming pieces of the Blackbird wreckage, they were indeed plummeting towards the distant Canadian ground below.

A few of the less experienced members of the X-Men were in full-fledged panic mode—Wolfsbane and Moonstar even vomited due to a combination of shock and vertigo as the seats they were all strapped into were rotating around in mid-air as they fell towards the ground, the seats and their occupants a bit singed but otherwise still intact.

Beast was the first to gather his head and figure out what had happened. Realizing that this wasn't the time for explanations, he immediately yelled at the top of his lungs, "Iceman! Storm! Get your groundings and slow our descent!"

Their names called, both managed to snap out of their shock-induced reverie within a few seconds. Storm reacted first, using her power over wind to slow her own descent to a near-stop, unbuckling her still-attached seat strap and letting it fall down towards the Earth as she reached out with her the power she could, sweeping up Cyclops, Wolfsbane, and Moonstar in separate massive updrafts of air and helping to guide both them and the seats they were attached to down to the ground much more slowly.

Meanwhile, Iceman grabbed Jubilee's seat—they had been sitting next to each other in the Blackbird—and shook the seat. "Jubilee! Jubes! Get a hold of yourself!" Iceman yelled.

Jubilee managed to calm down marginally as she stole a quick glance at Iceman as they rotated slowly through the air, falling ever-downward.

"Brace yourself!" Iceman said, engaging the protective ice covering over his body while still leaving himself strapped into the seat. "This is gonna be rough!"

Reaching out with one hand, Iceman unleashed a massive ice blast towards the ground below. It took a few seconds, but soon he had carved a wide, broad ice plateau far below them—and soon started to build up ice "beams" and supports" from its base. Beams and supports that were so high and impractical they started to fall over—just in time for Iceman to create another massive ice support that stopped them from doing so.

It quickly became clear to Jubilee what Iceman was doing.

"Bobby, please don't tell me you're actually going to have us bobsled down to the ground!"

"You got any better ideas?" Iceman yelled. "I can't exactly make parachutes out of ice now, can I? Now, stay in your seat—it'll protect you from the impact! Here…. we…. go!"

Having finally built up a core structure to his liking, Iceman blasted into existence a steep ice slide right below both him and Jubilee. Jubilee screamed and Iceman grunted as they both started to feel the resistance from the ice slide against their seats as they collided slightly with it. To his credit, Iceman maintained his focus and kept the steep ice slide extending far out in front of them, making sure to slowly but surely decrease the incline of the slide- an eighty-five degree angle, seventy-five, seventy….

"BOBBY!" Jubilee shrieked as a large flaming chunk of the falling Blackbird wreckage collided with the slide a few dozen yards ahead of them, crumbling it and a good portion of the substructure below it as it continued to fall towards the Earth.

"Whoop, detour!" Iceman yelled, quickly creating a secondary curved chute that abruptly swept them both left.

Jubilee hissed as the impact with the sudden curvature of the slide shattered one of the bones in her left shoulder and bruised her in more than a few places. Judging from Iceman's grunts, even with his ice covering he was shaken a bit too, but he still kept at it, blasting ice bridges and beams with both hands everywhere around him to keep their bobsled chute going as other pieces of the Blackbird's wreckage collided with various parts of Iceman's massive ice structure, causing him to quickly redirect and create new ice beams to keep their part of the chute steady as they continued to descend.

As their slide continued to level out somewhat and it became clear to Jubilee that they'd probably actually survive their trip to the ground, she looked around and noticed the other members of the X-Men from the Blackbird floating in mid-air above them as Storm used all her concentration to help guide those members to the ground below, near one of the edges of Iceman's ice plateau if their current trajectory was any indication.

There were still two missing members of the Blackbird team, though.

"Hey Bobby, where's—"

"OOF!" Jubilee suddenly heard behind her as she felt a fairly heavy impact on the slide behind her. "Ow, ow, ow… that's gonna leave a mark."

"Not as big as the one you'd have had if you would've hit the ground going the speed you were," Iceman replied, though most of his concentration was still on creating the ongoing ice slide out in front of them. "Hope you enjoy the ride, Mr. McCoy."

"Yes, yes…" Beast grunted from his position on the slide right behind Jubilee. "I realize I don't sound grateful, but that's largely from the pain I'm currently experiencing from the impact."

"Sorry, but you're the one with the superhuman strength," Iceman said. "I figured you'd be able to handle the sudden impact better than either of us, so I had to care of me and Jubilee first."

"No, I understand…. Thank you, Bobby. You most definitely just saved my life."

"Well, you snapped me out of panic mode," Bobby said. "But hey, if we get out of this—you owe me an Xbox 360 in return. With three—no, FIVE- games. And Kinect."

Beast simply laughed, though he regretted it as it sent spasms of pain through his chest. "Done."

"Wait a minute, we're still missing Mercu-" Jubilee's realization of what had happened suddenly dawned on her. "Oh my god, _Cessily…_"

"Yes," Beast nodded, his tone a mixture of sadnesss and pride. "Cessily reacted admirably fast, coating us all in her body to protect us from the blast. The thing is, to actually keep us from being incinerated when she was stretched that thin, she must have managed to make her body considerably more solid than I've ever seen her accomplish before. She's certainly learning…. Though taking the heat herself definitely knocked her unconscious."

"Wait, unconscious?" Jubilee said, her spirits instantly lifted. "She's… she's not dead?"

"It's hard to kill what's essentially a puddle of metal," Beast replied. "Based on what I've studied about the matter making up her body, I doubt she's out for good. Though it will take her a while to recover from this—and we're going to have to find the various puddles of her among the wreckage below once we land safely."

"If we have enough time before we're set upon by H.Y.D.R.A.'s goons…" Jubilee muttered to herself, cradling her broken shoulder and eyeing Bobby creating the end of the ice slide a few thousand yards ahead of them as they finally started to get near ground level.

* * *

"Everyone, brace for imp—"

Jean interrupted Professor X, simultaneously letting out a cry of pain as the missiles tracking the Velocity suddenly detonated just about a dozen meters away from the front of the cockpit. Xavier and everyone else were thrown back in their seats at the Velocity was struck by the shockwave of the huge explosion.

Xavier struggled to regain control of the XM Velocity, and after a few moments of everyone holding on tight to their seats, managed to do so.

"Aaaaannd why aren't we dead?" Deadpool asked.

Jean was slumped in her seat, her forehead suddenly dripping with sweat.

"Jean! Are you okay?" Xavier called back.

"I can't… can't do that again…" Jean mumbled.

"Ah," Deadpool replied, his question answered.

"Good thinking, but she's bought us a few moments at most," Domino said. "Another volley of missiles will be incoming in just a few seconds when they see we withstood that blast."

"And our friends weren't so lucky!" Sunspot said, pointing out the side window to where the shockwaves from the Blackbird's explosion filled nearly a quarter of the sky.

Various others inside the Velocity either cursed or gasped as they looked to where Sunspot was pointing.

"We must get as low as possible to the ground quickly," Colossus said to Xavier from his position in the co-pilot's seat. "Otherwise we will be easy targets up here."

"Agreed," Xavier replied. "Let's bring her down."

As everyone else gripped their seats while the Velocity made a controlled descent, Rogue unbuckled her seat strap.

"Wait, Rogue, what are you-?" Nightcrawler asked, trying to push Rogue back into her seat from his position next to her.

"Just buying us another few seconds, if we need it," Rogue said, taking off one of her gloves. "Jean, do you mind…?"

"Do it," Jean mumbled.

Rogue nodded and touched Jean briefly, knocking the already woozy X-Man out before she sat back down in her seat and re-buckled her seat strap.

"Just in time, too!" Domino said, pointing to two of the missile batteries visible in front of them. "They're firing again, and this time they're ALL aimed towards us!"

Ready this time around, Colossus targeted the missiles and let loose with the Velocity's front-mounted guns, managing to blow the first two out of the sky as they streaked towards them.

"There's still too many coming!" Husk cried.

"I can't get us down in—wait, Domino!" Xavier said, confused as Domino suddenly bumped him aside, having made her way to the front of the cockpit, and put her hands on the controls. "What are you doing?"

"Get away from—" Colossus began, but Domino put a hand up for silence as she steered the Velocity abruptly to the right.

"Rogue, the missiles to the right!" Domino cried out urgently.

With not enough time to ask questions, Rogue obeyed, concentrating and grunting briefly as she apparently did the deed. "Alright, I just deflected them, didn't want to wear myself out too quick—"

"Yeah, that's nice," Domino interrupted, waving away Rogue's explanation. "Now with any _luck_…"

"We've still got at least five incoming!" Colossus cried. "What are you doing?"

"Gambling," Domino said. "Everyone, get ready for impact number t- _Augh_!"

Yet again the Velocity was rocked by an explosion, knocking Domino back from her position leaning over the controls to near the back of the cockpit area. This time, one of the missiles found their mark, brushing against the propulsion engine on the back end and knocking it out. The others, miraculously, managed to miss the Velocity by mere feet and streaked onwards to detonate somewhere out in the distant pine forest.

"Nice try, but we're still going down!" Rogue said, holding on to her seat along with the others as the Velocity started to spiral downwards. "We've gotta get out of here!"

"Every man for himself!" Deadpool cried, kicking open one of the doors and, despite there still being several hundred feet to fall before the Velocity would impact with the ground, launched himself out, diving towards the ground below. "GERONIMOOOOO! And, because I am a FIRM believer in gender equality, POCAHONTAAAS!"

Domino merely cursed from her position in the aisle. "Thanks a lot, WADE!"

"He's still got the right idea," Xavier yelled, unbuckling his seat strap. "Those of you who can help others, do so, otherwise—"

"Way ahead of you," Husk said, shedding her skin quickly to reveal a body of diamond underneath. Unbuckling her seat belt along with the others, Husk jumped out of the opening Deadpool had made, followed shortly by Sunspot.

"Rogue, get the ones I can't!" Nightcrawler said, right before touching Magma and Jean's shoulders on the seats in front of him and teleporting all three of them out.

Rogue immediately telekinetically lifted up Domino, Xavier, and herself and started to float them all through the opening, only to turn back as it appeared Colossus wasn't trying to leave.

"Piotr, what are you doing?" Rogue cried. "You've gotta get out of here, we've only got seconds before we hit the ground!"

"I am trying… to steer this… as far away from directly below us as possible!" Colossus gritted, converting to his steel form. "I can survive the explosion, but those on the ground may not! Go!"

Rogue reluctantly nodded and levitated herself and the others remaining out of the Velocity as it spiraled downwards towards the ground, taking a bit of a veer left. Less than ten seconds later, the Velocity exploded in a brilliant ball of flame as it collided with one of the exposed missile launchers, though it was far enough away from those on the ground that they only got blown back slightly from the shockwave.

Rogue gently guided those under the control of her telekinesis down to the ground, where everyone was waiting, in one form or another.

Deadpool was currently in spasms on the ground, his neck and limbs at a weird angle. "Oooowww…"

"THAT'S something I definitely wanted to see," Husk said, flakes of diamond shedding off of her form as she shifted back to her normal composition.

With a sickening crack, Deadpool suddenly lifted up his head. "AH! Aaand now my spine's finally regenerated. Just another minute or so and I'll be ship-shape again!"

"No you won't," Domino said, stomping over and kicking Deadpool in the head so hard everyone present heard another sickening crack—and Deadpool's head flopped over again.

"Kicking…. someone… when they're down…. Nice…." Deadpool mumbled sarcastically, his spine broken again.

"THAT'S for leaving me in the helicopter without even making sure I was taken care of," Domino growled.

Magma, Sunspot, Nightcrawler, and Xavier had their attention on the smoldering wreckage of the Velocity, however.

"Is he..?" Sunspot said anxiously.

As if in answer, a part of the wreckage shuddered suddenly, and out crawled Colossus, coughing a bit from the smoke as he wedged himself out.

"Oh, thank God," Magma sighed.

"What I don't get is, why'd you suddenly take control from Xavier?" Rogue asked Domino. "They were doing as good of a job as could be expected! And you've never even flown the Velocity before!"

"Part of my powers involve shifting probability to my favor," Domino sighed, it apparent that she had explained this exact same thing to other people countless times before. "Even though I had never flown the Velocity, by me taking the controls, the probability of us evading those missiles increased exponentially. Still wasn't quite enough to keep the Velocity from crashing, but at least we didn't all get incinerated in a huge fireball like your buddies."

"Actually, it looks like at least some of them survived!" Husk said, pointing to a spot near the horizon where some figures could be seen floating down to ground level—along with a very large, bizarrely shaped series of ice slides that reached up towards the sky. "Largely due to Iceman and Storm, it looks like."

"Well, that is certainly good news," Xavier smiled slightly as Colossus, steaming, stomped up to join the group gathered at the edge of the pine forest. "Still, we need to regroup with them. With it apparent that most—if not all—of us have survived our aircraft going down, it won't be long before H.Y.D.R.A. sends out ground troops. Nightcrawler, if you would…?"

"We'll all be there in a second," Nightcrawler grinned, before taking a hold of Jean and the Professor and teleporting them away, sure to be back in another few seconds for more of the group.

* * *

"Did you hear that?" X-23 said, interrupting Maverick's story as she suddenly perked up, her eyes darting around the room as she cupped a hand to her left ear.

"I'm afraid you're asking the wrong person," Maverick replied. "Not everyone has the same heightened senses that you do, X-23."

"It sounded like… explosions. Two of them…. They're here."

"Who? The X-Men?" Maverick shrugged. "Perhaps. Or it could be some sort of army engaging H.Y.D.R.A. troops above. Or it could be an air conditioner overheated. I wouldn't necessarily assume the best—"

"I'm assuming the worst," X-23 replied coldly. "Those explosions were big. Much larger than would be generated by ground forces."

"So you're afraid your friends might be dead?"

"I'm afraid my…. _allies_… might be incapacitated, yes."

"Well, regardless, we can't do anything about it in here," Maverick replied. "Even if they're alive, we'll have to wait until they find us down here… _if_ they do. Calm down."

"I am calm."

"You don't sound it."

"I _am_!"

"Oookay," Maverick said, smirking slightly_. Thank goodness there's that wall separating us._ "Regardless, since we can't do anything about it, shall I finish the story? I'm nearly done."

"…..Fine. Proceed."

"So anyways, Sinister had selected a man named Logan Howlett to be his 'perfect' Weapon X. Logan already had a healing factor, albeit one not as good as Sinister's, and obviously the head man at H.Y.D.R.A. had plans for those bone claws of his as well that were part of Logan's initial Mutant powers. Unlike previous subjects of the Weapon X process, however, Logan was dragged in unwillingly. His unique abilities were discovered by one H.Y.D.R.A.'s many agent plants around the globe. He wanted no part of H.Y.D.R.A.'s experiment—even with his initial powers, he managed to bring several H.Y.D.R.A. agents down before they finally managed to subdue him. That characteristic rage of Wolverine's—that intensified after the process, but he was always a bit of a berserker.

"Regardless, in addition to being subjected to the 'traditional' Weapon X process, Logan had a newly-discovered, indestructible element called adamantium coated over his entire skeleton, as you well know, and because of his unwillingness to be subjected to the experiment, Sinister ordered that the poor man be brainwashed, which the new amoral head scientist of the project was only too happy to comply with.

"And here was where I figured I could help, in my own way, to finally start to unravel this experiment I was so inwardly against but outwardly couldn't object to without being killed. I sabotaged Logan's brainwashing process slightly—not so much so that it would be immediately noticeable, but I did my best to make sure it would degrade some over time.

"Logan awoke from his experiment a new man, his mind in rage from the pain, despite the brainwashing. He initially broke out of H.Y.D.R.A. headquarters, but confused as he was, Sabretooth managed to subdue him and bring him back. After the pain washed away, Sinister explained to the brainwashed Mutant his 'past' as a H.Y.D.R.A. agent who had merely been 'confused' by the process he had just gone under. Logan mindlessly accepted it and joined a newly-formed 'X-Force' consisting of all of the participants of in the Weapon X project, myself included, with Sabretooth leading the group. He took the codename 'Wolverine' because of his short stature, metal claws, and general feral behavior when he got in the middle of a fight.

"Over the years, we accomplished many assassinations, all of which, of course, H.Y.D.R.A. had the resources to blame other unstable individuals for. For instance, John F. Kennedy? That was Domino. And so we accomplished, slowly, H.Y.D.R.A.'s goal of upsetting the world balance bit by bit without the world ever becoming aware of us.

"One mission blew up in our faces, though, and it was the turning point of the whole X-Force project…"

* * *

From the main control room deep within the underground headquarters of H.Y.D.R.A., Sinister watched the events unfolding on the monitors before him, his sense of elation slowly dying as it seemed that most—if not all—of the X-Men had survived the airstrikes.

"So that's it, then," Sinister sighed. "I guess we'll have to just outnumber them with Master Multiple clones. A shame, really, I was hoping to kill them in a slightly less predictable way. But, what can you do? Still, best to cover my tracks, just in case. They are proving more resourceful than I had thought. Gauntlet!"

"Yes, Sinister?" Gauntlet replied from his position next to his boss.

"I was really hoping to use them for further experiments, but go into the holding room and kill the rest of the test subject Jamies."

"You really think they'll overrun the base? I assure you, sir, we can—"

"Just a precaution, Gauntlet," Sinister said, holding out a hand to stay any further protest from his subordinate. "The last thing I want one of them to do is somehow get into there—blasted telepaths, that's probably how they'll find the test subjects—and free up those other Jamies to use against my own."

"Understood," Gauntlet said, bowing slightly before rushing off.

"The rest of you," Sinister said, addressing the various H.Y.D.R.A. agents manning the consoles in front of him, "Put a little extra security around the holding cells. Alert Kimura as well. If anyone needs me, I'll be in my quarters. I have some clones of my own to attend to."

* * *

"That's the last of us," Nightcrawler said as he suddenly 'ported into the midst of the rest of the X-Men, holding Deadpool and Domino by the shoulders. All of them were situated at the bottom of Iceman's gargantuan ice slide, as it served as a very obvious visual meeting point, even from far away.

"That's quite a relief," Storm said. "It appears that all of us survived our aircraft being destroyed."

"Yeah, but how are we gonna get OUT of here?" Husk asked.

"We'll get to that later," Cyclops said. "First things first. Right now we have to coordinate, and quickly, before H.Y.D.R.A.'s troops are upon us. Deadpool, Domino, where's the nearest entry to the underground base?"

"About a quarter of a mile north-northeast of our position, if I'm remembering the distribution of the foliage around here correctly," Domino said. "Of course, given that we had no idea about the giant anti-aircraft missile batteries, there's always the possibility Sinister has a few more entrances that we don't know about."

"We'll deal with that hurdle when we come to it. Beast, you said Mercury's still out there?"

"Yes, I believe so. She's just scattered and unconscious."

"Alright—Storm, Professor X, Jean, Jubilee—all of you are either hurt, exhausted, or not at your best in close-quarters fighting. I think you all should stay topside, stick to cover, and hunt down and collect the various bits of Mercury scattered around—let her gather herself together, try to coax her back into consciousness."

"Excellent idea, Scott," Xavier said. "Jean and I should be able to locate Mercury's fragmented form quite easily by telepathically searching for her."

As the four X-Men quickly retreated into the pine tree foliage, Storm helping to keep Xavier aloft, Deadpool reached over and said to Domino, "Okay, the others I get, but why Storm? She'd be a ton 'a help blowing away people and electrocuting them when we break into the base."

"You idiot, didn't you read her file?" Domino shot back. "She's claustrophobic. She'd be more of an hindrance than a help underground in tight quarters."

"Wait… ohhh, THAT'S what claustrophobia means?" Deadpool said, cocking an eyebrow. "And all this time I thought she was deathly afraid of jolly ol' Saint Nick."

"Okay… .Wolfsbane, Moonstar, you guys okay?" Cyclops said.

"Ugh… .still a bit queasy, but okay," Wolfsbane said, holding her stomach.

"I'm honestly kind of hungry, now," Moonstar shrugged.

"Alright then—Domino, lead the way," Cyclops commanded.

Domino nodded and looked around for a moment to gather her bearings before waving them on to follow her, the group taking off and running north-northeast.

"I'm not sure what you're planning to do once we reach the door," Domino yelled over her shoulder, keeping her pace ahead of the rest of the squad. "H.Y.D.R.A.'s computer security is unlike anything I've seen, S.H.I.E.L.D. excepted. You're not just gonna hack your way in there."

"Oh, yes we are," Cyclops yelled.

"You vastly overestimate your team's abilities, then," Domino replied, shrugging.

"…No, he's right," Moonstar said, catching on to Cyclops' plan. "Kinda recently I, uh… 'acquired' the ability to essentially read and interpret computer code, no matter how encrypted it is."

"What?" Domino asked. "How you'd manage THAT? We didn't know anything about that when we infiltrated your Institute…"

"It's a… long story," Moonstar said.

"But the point is, because of her we have a bit of an advantage," Cyclops said. "For Deadpool to put a stun disc on her when you guys broke into the Mansion, you couldn't have known about her Mutant ability, so Beast and I figured H.Y.D.R.A. as a whole doesn't know about Moonstar's true powers yet, due to their recent discovery."

"So she'll be able to get us anywhere we want in the base?" Domino said, a smirk coming to her face. "Oh, that'll make things a LOT easier."

"I wouldn't get overconfident…" Nightcrawler said, teleporting in front of Domino and pointing ahead to where Jamie clones and a few normal H.Y.D.R.A. agents were spilling out of the underground entryway Domino had no doubt been leading them to. "We've got to get through ZEM first."

"Alright, two tight circles, everyone!" Cyclops ordered hurriedly as the incoming army started to fire on them. "Physically stronger Mutants out front…"

* * *

" I could already tell that, although he didn't outwardly admit it, Wolverine was starting to second-guess what Sinister had told him—some bits and pieces of his real past were surfacing in his mind," Maverick said, continuing his retelling of his history to X-23. "For the particular mission that went awry, we were to kill the current Secretary-General of the U.N., in addition to many other big-wigs in the organization. It was obviously going to be a major operation, but Omega Red, at a critical moment, accidentally knocked over a chair with one of his tentacles as he was getting ready to strike, and then of course all hell broke loose. Within minutes we had the U.N.'s full security force upon us, and Omega Red, being at the forefront, was critically wounded in the engagement to the point where we doubted even his healing powers would be able to save him. Wolverine, Wraith and I insisted on taking Omega Red with us, but Sabretooth and the others decided against it, deciding that he wasn't worth it, due to his failure.

"With all three of us already starting to waffle on the idea of X-Force, and Wolverine's past memories starting to really bother him by this point, I stood my ground and said that this was wrong. After all, there was no better way to do it—if we managed to both evade the incoming security forces and kill off the other X-Force members, we'd have no one at H.Y.D.R.A. who could effectively keep us under ball and chain anymore save Sinister himself. So, we rallied around saving Omega Red, despite him being the mass-murdering thug that he was. To be honest, I don't think any of us truly cared whether he lived or died, but it gave us the excuse we had been waiting for.

"What followed was a bloodbath—while fighting each other, we also had to fight the U.N. security forces. Wolverine, in one of his characteristic rages, went after Sabretooth and the others as they eventually fled, realizing the situation has fallen apart far too much to complete the mission, while Wraith and I tried to get Omega Red up- but the big Russian, despite being semi-conscious, was slowing us down to much. We eventually realized that despite our best intentions, our only options left were to flee and let Omega Red get captured or possibly die, or for the same to happen to all three of us. We chose the former.

"It was during that time we both decided to make ourselves scarce, making sure to only contact each other when it was absolutely necessary and we were sure the transmission was secure. I made it my vow then to go after H.Y.D.R.A. in any way possible and destroy that organization even if it cost me my life. Wraith respected my choice, but simply wanted to live a normal life—or at least, as normal as it could get for him. The last time I was able to contact Hector was over a year ago—he never showed up the next time we were to meet, and I've been unable to contact him via any means. I fear his enemies may finally have tracked him down and eliminated him—I pray I'm wrong.

"Over the years, having infiltrated a few of the lesser H.Y.D.R.A. bases successfully, I've managed to download a lot of information regarding what happened to the other members of the defunct X-Force. Apparently Wolverine, Wraith, and I splitting off from the team—along with the capture of Omega Red- really got on Sinister's nerve, and he started to form a hair-trigger temper regarding the remaining members of the team, to the point where Sabretooth eventually left a few years later, having had enough. What kept Sinister from eliminating the defector was that the rest of the team felt similarly and left as soon as their leader announced he was. Sinister realized he would have no problem eliminating one or two of us, but vowing to hunt down the whole team would be a mistake, and he knew it. Domino and Deadpool had formed their own mercenary company, selling their services to the highest bidder, even if that bidder was H.Y.D.R.A. So, even though they were involved in breaking into the Xavier Institute, they were only temporary hires by H.Y.D.R.A., not permanent 'employees', if you will. Omega Red was eventually freed from prison by H.Y.D.R.A. and remained loyal to them, up until his second imprisonment, after which he apparently decided to give Magneto's team a try.

"Gauntlet and Kimura were both post-X-Force recruits by H.Y.D.R.A.—the same idea in practice, but using different methods to enhance their powers. For Gauntlet, most of his enhancements were cybernetic, whereas Kimura was pretty much created when your own project was conceived, to be a sort of counter to you should you ever get out of control."

"What happened to Wolverine?" X-23 asked, impatient.

"It took me quite some time to find some answers on him, unfortunately—I only finally managed to find out where he was a few months ago, scrambling together bits and pieces from the ruins you left of one of the H.Y.D.R.A bases recently. Otherwise I would have tried to contact him at the X-Mansion before his unfortunate demise. Anyways, from what I've been able to piece together, Wolverine continued to pursue the remnants of X-Force right after the U.N. debacle, but they managed to ambush him and shoot him through the head—several times. Older reports indicated that they believed that had killed Wolverine and headed off, still in a rush to get out of the area as they were pursued by law enforcement agencies. Of course, we now know that they DIDN'T, in fact, kill Logan, the injury just messed with his memories even more than they already had been as his brain had to regenerate brand-new tissue, thus eliminating many of the more recent synaptic connections. From what I can surmise, after recovering from that incident, he had little recollection of who he was or what he had done recently, and simply roamed the highways until he made contact with Xavier eventually and made that place his home.

"Of course, once I found out where Wolverine had been, I went to the Xavier Institute, having discovered H.Y.D.R.A.'s most recent plan, and intending to stop-"

Maverick was interrupted as an alarm klaxon suddenly sounded through the base.

"PRIORITY ALERT. INTRUDERS ON LEVEL TWO. ALL PERSONNEL TO ENTRYWAY 4-B IMMEDIATELY."

"Hrrm," Maverick said, smirking. "So they ARE here."

"Prepare yourself," X-23 said. "If they make it all the way down here and free us, they're likely to need our help."

* * *

Colossus grunted as he pounded his steel fist into another H.Y.D.R.A agent's skull, the masked soldier going down without so much as a grunt.

"We are not making progress fast enough!" Colossus exclaimed. "Between the agents and the Multiples, we are barely making headway at all—and we cannot keep this up forever!"

"Thanks for the pep talk, Captain Obvious," Domino said sarcastically, ducking an incoming blaster bolt as she reached over Colossus' protective form and shot a round of ammo into a crowd of incoming Jamie duplicates and clones.

"Moonstar, how's the progress coming on the info?" Cyclops yelled, firing another blast into the crowd of enemies trying to make their way out of the H.Y.D.R.A. entryway that Colossus, Deadpool, Husk (in a diamond form), and Beast were blocking. Other Mutants in the group with long-range abilities were helping to thin the herd before they reached the four by taking potshots from directly behind the makeshift Mutant barrier.

"I'm not sure what it is I'm supposed to be looking for!" Moonstar said, her eye glowing brightly as she stared at the entry door interface, telepathically making her way through the system's massive information archive. "I can read everything I'm finding, but it's all irrele—hellooo…"

"What? What is it?" Wolfsbane asked.

"X-23 and Maverick—that guy who showed up at the Institute fighting Domino and Deadpool—they're here! In the holding cells below!"

"Well, _I_ ain't going to get him," Deadpool said in between hacks and slashes. "He'll probably shoot my head off—and I _hate_ it when people do that."

"I don't need to," Moonstar said. "Given that the locks to their cells are electronic, I SHOULD be able to get it done here… but I gotta figure out how to do it, first…"

"Mayday, mayday!" Nightcrawler said, suddenly popping in right next to Moonstar and the others from his scouting position at the top of a nearby small hill. "I'm spotting several more groups of Jamies heading towards us from underground doors opening up all around the nearby area!"

Domino cursed. "I KNEW it… Sinister, you little—"

"We don't have much time!" Nightcrawler interrupted. "Within a minute or two, ve'll be getting hammered from ALL sides!"

"Darnit… Moonstar, abort unlocking their cells—for now," Cyclops said. "Look for where the Jamie clones are being produced. Right now, that's more important."

"Okay…. Looking elsewhere…. C'mon, c'mon, c'mon…."

"Alright, front line," Cyclops said, addressing the four who were currently directly fighting back the Jamie clones and H.Y.D.R.A. agents, "Move forward, as fast as you can. When we're far enough in, Moonstar, I'm going to need to close and lock the door behind us."

"I wish I knew where the main rooms were down zere, I could search for them myself!" Nightcrawler lamented.

"Aye… Shadowcat would've been a LOT of help if she were here," Wolfsbane said.

"Well, she's not," Moonstar replied bitterly. "So we have to work… GOT IT! Third floor down, lab 2-D. I still haven't found the info relating to Jamie being cloned down there, but out of all the rooms it's drawing the most power output by FAR. That's gotta be where they're doing it."

"That's still a long way down," Domino cursed. "We're gonna be at this for a while."

"Not if we take a shortcut," Cyclops said. "Moonstar, base schematic. Where are the elevators?"

"Hold on a minute…"

"We don't HAVE a minute!" Sunspot yelled. "I can see the troops Kurt talked about coming into view! It won't be long at all before they start firing!"

"Moonstar, look for an architectural subdirectory!" Beast yelled after bludgeoning a Jamie duplicate unconscious, which fizzled out of existence. "Information on the elevators will probably be near the top of it!"

As five Mutants to one side of her slowly made progress into the base while Iceman, Domino, and Cyclops started to fire at some of the Jamie clones making their way towards them from the other direction, Moonstar hurriedly searched through the dauntingly huge database as fast she possibly could, her nose starting to bleed from the effort.

"Moonstar…" Wolfsbane said nervously, watching the army encroaching in on them.

"Alright, I've pulled it up… got it…" Moonstar said.

"Alright, everyone inside the base, NOW!" Cyclops said, motioning for everyone to file into the small space Colossus, Husk, Deadpool, and Beast had carved out inside the opening hallway underground. "Moonstar, get ready to close the door behind us!"

"But I still need for free—"

"LATER!" Cyclops shouted, firing another blast into the incoming crowd outside as the rest of the team filed in, followed by him. "Get in and lock the door with as high a security clearance as you can, so they won't be able to follow us!"

Moonstar frantically searched for another second before hearing a shot ring out before her and ducked, the shot just barely missing the interface panel she was hacking.

"Just WAIT!" Moonstar said… getting up and concentrating for another second. "Alright, door lockdown in 3 seconds—now let me free—"

Moonstar was interrupted as a sonic force blast from the gun of one of the incoming Jamie clones hit her in the back of the head, knocking her face-first into the instrument panel. She fell down to the ground, unconscious, her nose smashed.

"MOONSTAR!" Cyclops yelled, just as the door in between them slid closed. Cursing, he yelled, "Nightcrawler, quickly! Port Moonstar back in here, and be careful!"

"On it!" Nightcrawler said, quickly porting out. A precious second later he was back inside the hallway again, carrying Moonstar's limp form.

Cyclops let out a sigh of relief. "Alright… at least she's alive. Thanks, Kurt."

"But now what?" Nightcrawler said. "We don't know where to go—she's the one who had memorized where we were supposed to go to quickly make our way down to the third floor! And the elevators certainly won't work for us without her hacking them!"

* * *

A small hiss of hydraulic cylinders unlocking was the only hint X-23 and Maverick had before their cell doors opened.

Maverick hesitated a split-second, expecting either an H.Y.D.R.A. agent or one of the X-Men to be on the other side. No one was.

That split-second cost him his freedom.

X-23, immediately upon hearing the cylinders hissing, dove from her seat, barely making it through the opening before the cell doors sealed shut again.

Maverick, on the other hand, smashed head-first into the door just as it came down in front of him on the way out.

"Hey, what the-?" one of the H.Y.D.R.A. guards guarding their cells blurted out, turning their way just in time to see X-23's foot claw puncture his mask and insert itself far into his skull.

Cursing, the couple of other H.Y.D.R.A. guards hurriedly got out their guns and cocked them, X-23 taking out another three of them before they had even finished.

Out of the two remaining guards, one pointed his sonic blaster at X-23 and fired, while the second—presumably the smarter of the two—took off running, getting out his intercom radio.

X-23 nimbly dodged the blast, jumping up and sticking her hand claws in the ceiling before swinging her body weight over and dropping right on top of the guard, clawing his head off.

The sole remaining guard was now a couple dozen yards down the hall, fumbling with his intercom radio. Turning back around to see how far X-23 was behind him, he pressed the "open channel" button on the radio, and inhaled briefly, about to yell into the com about the prisoners escaping.

Unfortunately, he didn't get that far before X-23 had caught up to him, a quick slash across his neck cutting his windpipe and causing him to fall to the floor, choking.

Satisfied that all of her immediate enemies were dealt with, X-23 quickly ran back to Maverick's close cell, hearing a moan coming from the other side of the door.

"Maverick, are you all right?" X-23 said, raising her tone some to make sure he heard her through the thick, specially-made door.

"I'm… fine, minus a bump forming on my head," Maverick said, wincing as he rubbed his forehead. "Can you get me out of here?"

"Yes," X-23 replied simply, unhooking a set of electronic key cards from the nearest downed guard with one of her foot claws and flipping it into her hand. A simple swipe later and Maverick was free.

"What…happened?" Maverick said, exiting the cell and seeing the dead bodies. "I mean, I get that you killed the guards, but how…?"

"I assume we had help," X-23 said. "In the form of Moonstar, most likely. At the very least she and a few others must have survived."

"Moonstar? I read her file, I don't recall any mention of—"

"Later, we're wasting time," X-23 interrupted. "You worked here, where do they usually keep items confiscated from prisoners?"

"Um… near the end of the hall, in a locked safe," Maverick replied.

"Here," X-23 said, flipping Maverick the keychain full of keycards and actual physical keys. "There should be my six metal claws in there. Since I'll be unable to completely do it myself, I'm going to need you to rip out my bone claws and quickly replace them with the adamantium claws before they start to heal again."

"Are you _serious_?" Maverick said incredulously. "You've still got the claws you regrew after the H.Y.D.R.A. cronies ripped your old ones out, and it's going to be incredibly pain—"

"I'm sure!" X-23 blurted out. "Look, stop talking so much, it won't be long before someone discovers us!"

"So what should we do now?" Maverick said as they both ran toward the relevant end of the hall. "We can't make it through the hordes of agents and clones roaming the base by ourselves."

"'We' will not be doing anything," X-23 replied. "You will be meeting up with the X-Men. I will be going after Sinister."

"That's- _nevermind, shut up, Maverick_," Maverick grumbled, seeing X-23's look on her face before he started trying out the various keys on the locker that was presumably holding her claws.

"I'm sending out a 'loud' thought message," X-23 said, her eyes closed as she was in mild concentration. "The X-Men should have telepaths in the base…. I've gotten Rogue, she must have borrowed one of the telepath's powers… meet them in lab 2-D. That's where they're headed."

"And why, exactly, will you be going after Sinister?" Maverick said, gingerly pulling out X-23's blood-stained adamantium claws from the locker. "You've already learned, he's practically invulnerable."

"I cannot allow this to happen again," X-23 said. "Regardless of whether I live or not. I'll get any information on where he is out of H.Y.D.R.A. guards I meet, one way or another. Do not wait for me if I do not meet up with you after you accomplish your mission."

"That's assuming we actually manage to—"

"Be quiet and cut," X-23 said, pointing to the area around the bone claws on her splayed left hand.

"Alright," Maverick said, wincing as he started to dig in around the bone with one of the adamantium claws he held in his hand like a knife.

* * *

"Cyclops, I just got a message from X-23," Rogue said. "She and Maverick have escaped from their cells—Maverick's going to meet us at the rendezvous point at 2-D, assuming we can actually get there."

"Finally, some good news! What about X-23, she's meeting up with us too, right?"

"She… didn't say."

"Great," Cyclops huffed. "The last thing we need is her going rogue right now… er, I mean… you know what I mean."

Rogue nodded absentmindedly. "Cyclops, I can feel Jean's absorbed powers starting to fade. It won't be long before all our remaining telepaths are outside, leaving us unable to coordinate easily inside here."

"Well, I need you to do something else for me," Cyclops said, motioning to Moonstar's unconscious form, which Nightcrawler had taken up the burden of carrying. "Absorb Moonstar's powers. She's not coming out of it, and we need to find out what _she_ found out."

"Alright, hold on," Rogue said, taking off one of her gloves and touching Moonstar's forehead.

As she was doing so, Cyclops quickly barked out orders for Sunspot to replace Beast on the "front line", as the Mutant was clearly starting to falter, several wounds matting his blue fur in places and dying it red.

"Alright, searching the mem—" Rogue began.

She was interrupted as the entry door at the far end of the hallway suddenly slid open, Jamie duplicates pouring in.

"Great!" Cyclops said. "They must've finally gotten someone else to remotely open the door! Front line, move move _move_! Push!"

"WHERE?" Deadpool said. "Kinda would like to know where we're going!"

"It's uh…" Rogue said, frantically searching through memories that were not her own. "Go left at the intersection up ahead, LEFT!"

"Your left or my left?" Deadpool asked.

"YOU'RE BOTH FACING THE SAME DIRECTION, you idiot!" Domino replied, dodging a sonic blast being fired while simultaneously turning around and unloading a few bullets into the incoming force on their flanks.

"Do it!" Cyclops yelled, unleashing a blast in the same general direction.

Roughly the next minute was absolute chaos. Colossus, Sunspot, Deadpool, and Husk—the "front line"—put all their power into pushing forward against the tide of Jamie clones, duplicates, and H.Y.D.R.A. agents funneling through the packed underground hallways towards them. It was becoming clear as everyone continued that they in particular were utterly exhausted, though, their blows, slices, and punches becoming noticeably clumsier. On the flank, Cyclops, Iceman, Domino, Magma, and Wolfsbane helped to fend off the group of enemies now attacking them from the other side as well. Meanwhile, Beast, Nightcrawler—carrying Moonstar—and Rogue occupied the center of the group, Rogue loudly barking orders on which direction to turn whenever they came to a split in the hallway.

Despite it being such a relatively short period time, it seemed like it took half an hour for the team to finally reach the elevator Rogue was looking for. All it had been for all of them except Rogue and Nightcrawler was an endless combination of punching, swiping, and dodging. It was nearly dizzying. It was a good thing the vast majority of the enemies they were fighting were Jamie duplicates that fizzled away when they died—otherwise the hallways would have become absolutely choked with bodies, making it impossible for them to eventually progress.

"We're here!" Rogue yelled, to the massive relief of everyone who wasn't an H.Y.D.R.A. employee.

"Alright, front line, move up, give Rogue some room!" Cyclops ordered.

Obeying, the front four gave Rogue a large enough space to squeeze past them and, using her temporary powers, hack into the elevator's security clearance files.

"Enh," Rogue grunted, her eyes glowing as she concentrated on the panel. "Those in command of the base know our game by now. They know where we're going, they're really trying to fight my hacking of their system."

"Can you still do it?" Nightcrawler asked.

"Of course," Rogue smirked, and one second later the elevator door slid open.

"Alright, everyone in!" Cyclops yelled. "Front line last!"

With the front four doing their best to provide everyone enough room while still fighting off hordes of Jamie duplicates, the team funneled into the elevator, with at long last Husk, Colossus, Deadpool, and Sunspot slipping in last, right before Rogue closed the door and the elevator stopped to descend.

"Kind of a tight squeeze…" Deadpool said. "Geeze, you all stink."

"We'd better be almost done with this," Sunspot said, sweating profusely. "I've been shot a few times in my left arm, and I'm having a hard time moving it without it getting REALLY painful."

"Ditto, I've got some pretty big welts on my chest from those sonic blasters they've got," Iceman chimed in.

"Yes," Colossus agreed. "I must confess, even my steel knuckles are starting to get sore."

"Still," Beast said, taking in big gulps of air as he tried to get his heart rate to slow down, "The only reason we were able to make it this far was because of the close quarters. If we had to fight them surrounded on all sides by the army, there's no way we could have held our own."

"We're almost there," Rogue said. "This elevator will lead us straight down to the lab where they keep cloning Jamie. Though… Scott…"

"What?" Cyclops asked, suddenly alarmed by Rogue's sullen expression. "Rogue, what is it?"

"Scott, I'm getting some… conflicting stuff from Moonstar's memories of the info she hacked. There's information that talks about the 'Master Multiple' duplicate that they're using as the basis for all the clones—if we kill him, all of this will stop. Without his mental template, all of the clones will faze out within minutes, and all of their duplicates with them."

"And if we don't?" Cyclops asked.

"We have to," Rogue said. "Given the attitude of the Jamies attacking us, this 'Master Multiple' is going through this willingly. It's not the Jamie we know."

"Oh, no…. no…" Nightcrawler mumbled, tears starting to come to his eyes.

"BUT," Rogue interjected, "I'm also getting information that there's a 'holding lab' of 'failed' Jamie duplicates a couple of rooms down from the lab we're heading down to. If there's at least some of them that have survived… we could still save Jamie. Sort of."

"Well, we'll check that out as soon as we stop this never-ending army," Cyclops replied.

"…Deadpool, will you PLEASE stop humming?" Domino said.

"What? It's an elevator, we HAVE to have boring, nondescript music," Deadpool said, putting his hands up in defense.

"Alright, we're here," Rogue said as the elevator came to a stop. "Just a little farther to go, we're almost there—this should be the easy part compared to what we just went through."

As soon as the door opened, a sonic blast wave was fired right into the midst of all of them, causing the group to cover their ears from the pain as they fell to the floor.

Standing right outside the elevator door were Gauntlet- his sonic gun currently recharging- and Kimura.

"You've come admirably far," Gauntlet said, "But it's all for naught. You're tired, weak— but we're _itching_ for a fight. Kimura, ladies first. Why don't _you_ pick your first victim?"

* * *

X-23 knew better than to yell something stupid like "Hello?" or "Anybody there?"

She had just entered a darkened room—fairly large, from the sound of her footsteps.

And from the smell of it, she wasn't alone. Sinister was here.

But what was confusing her was that her OWN scent was strong in this room, much stronger than normal.

"Ah, X-23," Sinister said, a spotlight suddenly coming on in the center of the darkened room. "I've been expecting you. I'd spout off a lot more cliché dialogue, but I'm sure you'd rather just—"

X-23 leaped toward Sinister with a cry of pure fury, her adamantium claws unsheathed—only to see a form suddenly leap out of the darkness in front of her and smack her aside, its claws digging into her own body as they both landed.

"Ah, you never disappoint," Sinister said, standing up and clapping slowly. "Well, except for the whole 'betraying the people who created you' thing. But don't worry, I've got friends here who didn't make the same mistake you did."

With a gesture of his hands, the rest of the lights came on—from the look of the place, this was definitely Sinister's personal quarters.

But what caught X-23's attention was not where she was, but rather the other figures in the room besides Sinister, including the one crouched on top of her.

With the exception of one of them, they were HER. Or rather, severely disfigured versions of her.

It wasn't often that shock immobilized X-23 for any period of time, but now was one of those times.

"Well, I see you're surprised," Sinister grinned. "See, I could have just had them all waiting here for you with all the lights on, but I must admit I have a taste for the theatrical. Did you know I had thought about majoring in it before I discovered my love for genetics? Fun fact."

"There are… others? Others _lived_?" X-23 asked.

"Well, _all _twenty-two before you lived, if you want to get technical. But most of them not for very long. These seven, though—yes. They certainly weren't completely successful, as you can see. We didn't pour nearly the resources into them—notice the bone claws. But they'd certainly make do as my personal guard, I decided."

X-23 glanced at the blinking collars around all seven of the "prototypes'" necks.

"Mind control," X-23 growled.

"Pretty much. Works for basic control, though the finesse that _you_ possess we could never program—at least in so simple a manner."

In a flash, X-23 reached out with her claws and struck at the collar of the clone holding her down—to her slight surprise, her claws merely dinged off the metal, not even scratching it.

"Please, I wouldn't make it THAT easy. The collars are made of adamantium, too. They're the most valuable part of my bodyguards."

"_Monster_!" X-23 roared, managing to push off the clone holding her down and lunging at Sinister—only to have another clone tackle her to the ground.

"I know one of my bodyguards would be no match for the great X-23, but what about all seven of them? This'll be fun to watch," Sinister grinned. With a click of a button strapped to the back of his wrist like a watch, the other clones immediately started to move from their positions and towards X-23.

* * *

"Hrrm, I think I'll take care of one of the traitors first," Kimura smiled, reaching down and picking up Domino from the floor by the neck.

Colossus roared and stood up, reaching back with his fist-

"I wouldn't…" Domino choked.

-and smashed it into Kimura's face. Only to his utter surprise, Kimura didn't budge an inch—Colossus' fist instead cracked from the impact, an ear-splitting shriek emanating as the steel splintered.

Colossus fell down to his knees, letting out a cry of anguish.

"Nice try," Kimura grinned. "I'll enjoy finishing YOU off next."

"Kurt!" Rogue grunted.

"Uh… on it!" Nightcrawler said, quickly recovering from Gauntlet's sonic blast and teleporting himself, Moonstar, Rogue, and Magma from the open elevator to behind Kimura and Gauntlet, only a few H.Y.D.R.A troopers separating them from the lab table at the far side of the spacious room where "Master Multiple" laid, continually undergoing Sinister's quick-cloning process- the results of which were being created in adjacent rooms, visible through the window-walls in the current lab.

"Oh, no you don't," Gauntlet said, gritting his teeth and turning around quickly, firing his sonic gun again and nailing Nightcrawler and the already-out Moonstar head-on, sending them both tumbling to the ground.

"That 'Kimura' may be immune to brute force, but I bet she melts just like everything else," Magma said darkly, quickly converting to her fire form. "Rogue, shut that thing down."

"Son of a—" Kimura growled, throwing Domino haphazardly to the far side of the room. "I don't have time for this. Stop her, you idiots!"

As the surprised H.Y.D.R.A. agents started to fire wildly at Rogue, who managed to dodge the shots, Gauntlet cried out as two clawed hands swiped him across the back, pushing him down a bit as Wolfsbane leaped over him in her half-wolf form.

"Let me give them more than one target to deal with!" Wolfsbane snarled, before converting into her full-on lupine form and darting at the H.Y.D.R.A. agents, her fangs bared.

"Why you little-!" Gauntlet grunted, readying his gun again to fire at the wolf.

"Dude," Deadpool said, reaching out with his swords and slicing both of Gauntlet's legs off at the knees before flipping over the cyborg and landing to face him directly as Gauntlet fell to the ground, cursing in equal measures frustration and pain. "Quit relying so much on guns."

Kimura merely responded with a silent punch to the side of Deadpool's head, caving in the Mutant's skull and sending him collapsing to the ground.

"_Would it be too predictable if I said, 'Check, please?'…_" Deadpool managed to mumble out before lapsing into unconsciousness.

Kimura's victory was short lived, though, as the very floor underneath her started to melt, courtesy of Magma focusing her powers on it.

"Time for you to get out of the way, Gauntlet," Husk said, still in her diamond form as she grabbed Gauntlet's foot-less body—much to his protests- and dragged him further into the center of the room. The other Mutants, finally out of their temporary stupor created by the combination of both Gauntlet's earlier sonic blast and seeing so many things happen in close succession, quickly followed her.

Beast, already hurt, was the last out, limping as he was, and Kimura, now struggling to free herself waist-deep in the melting floor, reached out with a hand and managed to grab hold of Beast roughly, Hank crying out in pain as she crushed his left ankle.

Unseen by Husk, Gauntlet managed to press a button strapped to his thigh, and all of the doors to the lab opened up, Master Multiple clones pouring into the room from most of them.

"Kill—kill them all!" Gauntlet spat, right before Husk lifted him up and smashed her diamond head into his, knocking him out.

"Now," Kimura yelled to Magma. "Stop this, or your friend here dies VERY painfully."

Magma was about to say something in response, but something caught the corner of her eye and she smirked. Nevertheless, she held up her hands in surrender. "Alright… I yield."

"What are you-?" Kimura questioned, right before she felt a few slight taps on the side of her head. Turning as far as she could to one side, she saw that, to her surprise, Maverick was pounding on her, his hands glowing pink.

Kimura merely laughed. "You idiot, you should know better. You can't hurt me that way."

"Oh, I know," Maverick grinned. "I was just punching you lightly, to build up my kinetic energy charge, y'see."

Realizing what Maverick had planned, Kimura's expression suddenly dropped as Maverick fled towards the machine fast-cloning Master Multiple. "Multiples, STOP HIM!"

Reaching back to exact her revenge on the Mutant at hand—Beast—she stopped suddenly as a black, glowing arm suddenly grasped hers.

"Allow me," Sunspot grinned, winking before, with a painful grunt, he pulled a disconcerted Kimura out of the ground. Her grip momentarily faltered on Beast's ankle, but that was all it took for him to slip out of her grasp. Holding Kimura above his head, Sunspot threw her into the floor of the elevator behind him—and right through it, sending her plummeting down the shaft, screaming curses the entire time.

Meanwhile, Maverick did his best to outrun the approaching wave of Jamie clones and duplicates, readying his charge while the rest of the conscious X-Men did their best to hold back the approaching "instant army".

"Thanks for clearing the way, girls," Maverick said to Rogue and Wolfsbane as he ran by them, the H.Y.D.R.A. agents that had been giving them trouble all taken out of the equation.

Wolfsbane merely nodded in her wolf form, while Rogue yelled for Maverick to hurry, her concern mounting again.

"Jamie… Jamie, can you hear me?" Maverick said, running up to the fast-cloning machine and flipping a lever to turn it off. "Are you okay?"

"Yes… yes and no," Master Multiple said darkly, before reaching out and grabbing Maverick by the hands, preventing him from unleashing his blast of kinetic energy at the equipment.

"What are you doing?" Maverick said, struggling with Master Multiple. "I'm TRYING to help you by destroying the machine!."

"No… that's not what Sinister wants."

"So… so you're working for _him_ now? Jamie, you can't—"

"I am not Jamie… I am Master Multiple. Sinister created me for this purpose. You can't deny me this."

"So… so there are _other_ Jamies? You aren't the same one they brought here?"

"No," Master Multiple grunted, still struggling with Maverick.

"All I needed to hear," Maverick said, before pushing forward against Master Multiple suddenly and knocking him to the floor as he unleashed the full might of his pent-up kinetic charge at the equipment—and Master Multiple himself.

"NO!" Master Multiple cried out as the machine started to overload.

Maverick, his work done, ran towards the approaching Jamie army as quickly as he could.

"Everyone, away from the equipment! Quickly!"

Any of the Mutants anywhere near Master Multiple's lab table obeyed, and just in time—the electric charge fully overloaded the equipment and blew.

Everyone in the room was knocked to the ground by the explosion, but it wasn't large enough to do anything more than singe any of them.

"Magma, control those flames," Cyclops ordered.

"Got it," Magma said, leaning up from her prone position on the ground and, holding out her hand, the remaining fires died down unnaturally fast.

All that was left was a charred bunch of equipment… and a charred, smoking husk of a body.

Immediately the other Jamie clones in the room started to cry out in pain. With their "host" gone, they quickly started to degenerate into their component parts—wet, sticky water was all that was left of them in a few moments as their duplicates dissipated into thin air.

"What… what happened?" Wolfsbane asked, morphing back into her human form.

"Sinister's 'quick clone' technique has some major drawbacks that normal-speed cloning doesn't," Maverick said. "Namely, they have to maintain some sort of connection with the person they've been cloned from. If the original dies, so do they. The same thing that happened here should be happening all across the conquered territory in the U.S. within minutes."

"So… so Jamie's dead?" Magma said, trying to hold back tears in her eyes.

"THIS Jamie is, yes," Rogue interceded,. "But remember, apparently he was one of many duplicates created by Sinister. The other should be… down the hallway I'm facing, two rights and then a left."

"Let's go, then," Cyclops said, taking a hold of Rogue's arm.

"Hold on a second," Rogue said. Turning back to the rest of the conscious Mutants, she said, "It's not gonna be long before the other H.Y.D.R.A. agents figure out what we've done, and they're gonna be MAD. We need to get out of here while we still can. There's a hangar two floors up. An flight of stairs upward is down at the end of the hallway to my right. The rest of you should get all the injured down there, find a jet."

"And who exactly is going to fly these jets?" Husk asked. "Cyclops and you guys are trained to fly the Blackbird and Velocity, but I don't think any of us that are still conscious know how to fly a H.Y.D.R.A. ship."

"Ahem," Maverick said, raising his hand. "I need a ride out of here too, if you don't mind."

* * *

"Now see, I'm a man who enjoys a good fight while I learn something, so I'm sure you'll appreciate my background narration while all of you have at it," Sinister continued. "The clone holding you to the floor there, X-16, she was our first female attempt once we realized the Y-chromosone couldn't be duplicated. However, as you'll notice, she's also white. From her hunch and disfigured face and feet, you can figure out that we needed to add in a few more bits from other ethnicities to stabilize the missing parts of the gene."

"Be quiet," X-23 growled, reaching out with her claws and swiping across her captor's chest, causing the clone to stagger back by reflex. X-23 stood, only to immediately drop to the floor as two more swipes from the clones slashed where her head had been a moment before. With a sweeping kick, she managed to make them both fall to the ground, only for them to quickly recover and commence their attacks.

"Oh! Nice move, but basic. The two you temporarily felled are X-20 and X-22. We tried a bit too hard with them- see how X-20 has a third vestigial limb while X-22 is a bit taller than the rest of you, even though she has only one fully functional arm? Both enhancements we tried to make to the core genome. With you we figured not to get too ahead of ourselves and just try not to upgrade anything else until we got the basics right."

"I said, be QUIET!" X-23 said, dodging swipes left and right. She slashed up with her claws into the underside of X-22's chin, severing the clone's windpipe and sending her to the floor as two more tackled X-23 to the ground and began to swipe with their bone claws at her face.

"One down, six to go!" Sinister continued jovially. "You'll notice one of the two holding you down is male. Our first attempt that lived more than a couple months in an artificial womb, X-13 there was our final realization we couldn't do a male clone—a real shame, but you work with what you have. His genetic condition is varying wildly of late, I doubt he'll live more than a few more years—assuming he survives YOU, of course."

"SHUT UP!" X-23 shrieked, her face full of deep cuts. Raising up her legs, she stuck her foot claws into the back of X-13 and the other clone's heads, then reversed the momentum to throw them into two of the other clones right behind them. She got up, just to have another clone suddenly come at her from the side, aiming for her heart. She tried to parry, but her attention was on so many swiftly-moving targets she only managed to move her upper arm in front of her, which the clone cut off with one quick stroke.

As X-23 gritted her teeth and jabbed the two claws from her good arm into the clone's eyes, Sinister heard a slight beep emanating from the intercom on his wrist. Raising it up to his mouth, he switched it on.

"This is Sinister. There'd better be a good reason for disturbing me right now….. What? They've…. They've WHAT? _NO!_"

Sinister angrily tore off the intercom and threw it against the wall as X-23 and the other clones fought on across the room. Letting out a roar of rage, Sinister pounded a nearby bookshelf with his fist, cracking it down the center. Slumping over, he quickly forced himself to calm down before standing up again.

"So," Sinister said, all joviality now gone from his tone and replaced with a mixture of bitterness and disappointment. "Your bunch of do-gooders managed to, against all odds, beat my army. Send them my congratulations. Oh, wait—you'll be too _dead_ for that to happen. X-clones, finish her off."

"NO!" X-23 roared, abandoning the fight and sprinting towards Sinister only to have the three remaining clones hook their claws into her back, dragging her back to them. "No no NO! You will NOT escape me THIS time!"

Ignoring X-23, Sinister quietly made his way to the opposite end of the room, pressing a button on a large panel on the wall before speaking into it. "H.Y.D.R.A. Mainframe, this is Sinister. Code four-five-eighty-two. Initiate purge. Non-retractable. Ready escape craft."

"CONFIRMED," the computer intoned back in a monotone female voice. "BASE DETONATION IN FIVE MINUTES AND COUNTING."

Immediately an alarm klaxon started to sound throughout the base, red lights flashing everywhere.

"Have fun," Sinister said, not even turning to look at the fight again as he exited the room.

"NOOOO!" X-23 cried as Sinister left her sight, the door sealing shut and locking behind him. In a rage, X-23 sliced off one of the clones' heads at the neck while sticking her foot claw into the forehead of another. In one spinning motion, she let one of the clones slice her across the stomach, in return butting her in the head and following it up with a flip over the clone and shoving her claws into the back of its brain.

As the final clone fell to the ground, X-23 noticed some of the clones she had injured the earliest almost completely healed, starting to get back up from their prone positions.

_Only one way to end this._

X-23, staggering, picked up her arm that had been cut off and went to the recovering clones, tears starting to flow from her eyes as she, one by one, cut the heads off any of the clones who weren't positively dead.

X-23 no longer heard the alarm klaxons, the constant computer countdown to the base's eradication. All she heard was the slowing down of her clones—her predecessor's—heartbeats until they finally stopped.

She collapsed to her knees, holding her severed arm up against its stump as her healing factor started to kick in. Leaning over to the nearest clone, she brushed aside its long, dark brown, unkempt hair, seeing the emotionless, blank stare underneath.

And then X-23 did something she could only remember doing once before.

She leaned over the clone's dead body and cried.

* * *

"What the heck's going on?" Rogue yelled to Cyclops, red flashing lights and sirens going off all down the hallway they were running through. "Why is the base suddenly blowing up in five minutes?"

"I'm guessing someone who can pull the right strings found out—"

Cyclops interrupted himself as a H.Y.D.R.A. agent suddenly appeared from around the corner. Putting his hand on the side of his visor, Cyclops prepared to fire—only to have the H.Y.D.R.A. agent run past them, screaming for his life.

"Regardless, it doesn't look like we'll have much of a problem getting to where we need to go," Cyclops said, lowering his hand again. "Everyone else is too focused on getting out of here to fight us."

"Here, the room holding all the Jamies is just inside this room!" Rogue said, stopping at a door to their right and using her borrowed powers to override the security locks and open it.

"Good, then let's free them and…. split…" Cyclops said, trailing off as he saw the sad scene on display in the room before them.

"Oh my god…" Rogue gasped.

There were dozens of Jamies in separate, very small see-through cells in the room- every last one of them dead, shot through the heart.

"They killed them," Cyclops said, his eyes darting from one gunshot wound to the next. "They killed all of them…."

"Jamie? Jamie?" Rogue called out from the center of the room, panicking. "Are there ANY of you left?"

"Rogue… c'mon, we need to-" Cyclops began.

"_Rogue… is… is that…"_

"Wait! Scott, did you hear that?"

_"Please… h-help… ohmygod…"_

"I do!" Cyclops said, looking around. "Hello? Which one of you is saying that?"

_"To your left… all the way….at the end…"_

Rogue and Cyclops followed the weak voice's instructions, going down a few cells to the end of one row to find one of the Jamies with his eyes barely fluttering open, coughing up blood weakly as soon as he saw them, trying to get something out.

_"F-finally,"_ Jamie said faintly, tears starting to stream down his eyes. _"I kn-knew you would…._ *cough*… _I knew…"_

"BASE DETONATION IN FOUR MINUTES AND COUNTING," the base's computer intoned through the room's intercom.

"Jamie, just hold on," Cyclops said, afterwards unleashing a short controlled blast at the lock on the cell, blowing it off.

Rogue immediately opened up the cell and helped Jamie's limp body out, helping get him into a position in Cyclops' arms that would make him easy to carry.

"Are there any others alive in here?" Rogue asked.

_"I called out… no one answered…"_ Jamie replied weakly, breaking out into fits of sobbing. _"I think… Gauntlet killed them all… I was one of the last… he got a call he was needed… was in a hurry, didn't quite finish the job…."_

"He's right," Cyclops said, nodding to the wound in Jamie's chest. "Look at it. It's a bit too far up to have hit his heart."

"Yeah, but he's still not gonna live long if we don't get him patched up soon," Rogue said. "C'mon, let's get to the H.Y.D.R.A. hangar. It's not far from here, hopefully there's some first aid stuff in the jet Maverick's commandeering."

"Alright, lead the way," Cyclops said, following Rogue out of the room, running as fast as he dared with a critically injured teenager in his arms.

* * *

"BASE DETONATION IN TWO MINUTES AND COUNTING," the base's computer said emotionlessly through the H.Y.D.R.A. hangar's intercom system.

"C'mon, c'mon…" Wolfsbane said urgently, looking out the H.Y.D.R.A jet's window at the hangar bay around them. The main passageway to the outside was opened and clear, the hangar busy with any surviving H.Y.D.R.A agents scrambling to get into the remaining H.Y.D.R.A. vehicles and out of the base as fast as possible. It had been easy enough to commandeer a jet—Maverick had made a passage for the Mutants very quickly, using his stolen keycard ring to help them get through any doors that refused to open for them—the first of them had entered the hangar barely more than than a minute after the countdown had begun. At this juncture, the agents were smart enough to realize they'd lost, and the Mutants were smart enough not to pick any more fights, given how many of their number were injured or unconscious— it went unsaid that as long as neither party fought the other, they were allowed to go their separate ways unhindered.

"Where ARE they?" Husk asked.

"Ah, here they come," Maverick said, noticing two figures running towards them through the panicking H.Y.D.R.A. agents, "And it looks like they've got someone with them."

Waving from his position in the pilot's seat to get their attention and opening up the hatch, Rogue and Cyclops climbed up into interior of the craft, Cyclops holding an unconscious Jamie.

"There was only one?" Beast asked. "Is he-?"

"No, this Jamie's not dead," Cyclops said, "Not yet, but he did lapse into unconsciousness on the trip here. "Seems they mass-slaughtered the uncooperative Jamie clones, anticipating we'd get a hold of them, but got a bit rushed towards the end and didn't quite kill this one. But he doesn't have long left."

"The aircraft has ample amounts of medical supplies in the back," Storm said, walking into view from the rear room of the jet. "Hank and Xavier should be able to get him in at least a semi-stable condition with those."

"Storm?" Cyclops said as he handed off Jamie to her. "What are you guys doing here?"

"Beast got a telepathic message from Xavier soon after all the clones started to break down into their core elements," Maverick answered for Ororo as she gingerly took Jamie back into the jet's back room, Rogue helping Beast up from his seat before they both followed her into the back of the aircraft, the door sliding shut behind them. "They had successfully collected Mercury's various parts into a container that's now in the back—she's recovering, just like many of us are. Any scouts that had managed to spot them Jean and Xavier had simply managed to brainwash into ignoring them, so it was fairly easy for them to evade the relatively sparse patrols above ground, given the focus on us down here. Anyways, it didn't take long for us to arrange where to meet. So as of now, all we're waiting on is—"

"BASE DETONATION IN ONE MINUTE AND COUNTING," the base's computer reminded them again through the hangar's intercom system.

"I'm here," X-23 said, climbing up the ramp into the jet. "I got Professor Xavier's telepathic message." Her arm had fully re-connected to her body, but she was still covered in blood.

"X?" Maverick said, turning around in his seat. "What happened to you? Did you get Sinister?"

"I did not," X-23 said, annoyed. "And I am… I am fine."

"Well, strap in," Domino said, having recovered consciousness since her brief run-in with Kimura. "We gotta get outta here, and quick."

"What's the rush?" Deadpool asked. His head still had a slight dent in it from where Kimura had pounded it in, but his high regenerative ability was quickly repairing it.

"Are you KIDDING?" Domino replied. "We have less than forty-five seconds until this place blows sky-high!"

"Yeah, FORTY-FIVE SECONDS. What kinda escape is that? We should wait until five seconds and then just barely out-fly the explosion in the jet, emerging from the cloud of fire starting to overtake us just as we exit the base! C'mon, it'd be awesome."

"Do you want me to cave in the other side of his head?" Colossus asked. "I still have one good fist, you know."

"Alright, everyone hold on," Maverick smirked, the landing ramp for the jet sliding up as the engines began to roar. "Let's get the heck out of here."

* * *

Sinister sighed as he looked back through the cockpit window of his personal escape craft at what had been his home for the past one-hundred-and-fifty years. On the horizon, massive explosions were rippling through the underground base, taking a large part of the northern Canadian pine forest with it.

And worst of all, there was a large jet taking off in a different direction than the rest of the H.Y.D.R.A. aircraft. More likely than not the X-Men had survived.

He could only hope X-23 had not, but given his luck lately he wouldn't have bet on it.

"WARNING," the ship's computer suddenly intoned, "Unknown object incoming from coordinates zero, zero, negative twenty-three and closing. Impact estimated in four seconds."

"But—that's directly below us!" Sinister said, his eyes dancing across the various monitor readouts in front of him for any kind of reasonable explanation for the sudden encroaching bogey. "And there's nothing—"

Sinister interrupted himself, wincing as the computer instruments showed the object impacting with the ship—but felt nothing. It was as if whatever the apparently solid object was had simply passed right through the ship.

"Computer, respond! Status update!" Sinister growled.

"Acknowledged," the computer stated. "Object is at coordinnnnnnnn….."

"What?" Sinister said, horrified as the computers and monitors in front of him died for no apparent reason, the interior color of the craft suddenly shifting from dark green to a dull gray with occasional light blue lines running across it. "What is happening?"

"Look behind you," a voice said from just a few feet behind him.

Turning around immediately and drawing a gun holstered at his side, Sinister pointed it at the human standing right behind him. The hoodie the human—no, Mutant—was wearing masked its face, but one of its arms was pressed up against the side of the aircraft. Judging from the blue pulsing circuitry lines coming out from its fingers and merging with similar circuitry lines that now criss-crossed all over the ship, whoever it was was now controlling the aircraft.

"Whoever you are, stop what you're doing RIGHT NOW," Sinister said, his finger on the trigger, "Or you're a dead man."

"I think not," the figure said, pushing back its hoodie to reveal its face.

Sinister dropped his gun in surprise, and, for the first time he could remember, felt real, gut-wrenching fear suddenly grip him.

"…You? _Apocalypse?_" The face didn't look completely human nor the much-publicized cyborg mug the Mutant had worn briefly, but rather a mix of the two—but it was still definitely recognizable.

"Yes."

"But…how did you get—how do you know about- what do you _want_ with me?"

"I am not in the business of giving answers," Apocalypse said. "I am back, and though I am not at full strength, I still retain some of my powers. But this does not concern you. What DOES concern you is that I require your assistance."

"If that's what you want, then go ahead and just kill me right here," Sinister said through gritted teeth. "I am no one's lackey. Not even the _mighty_ Apocalypse's."

"Oh, I can do much worse than kill you," Apocalypse said, making a lifting gesture with his free arm. Sinister suddenly was picked up and floated in the air, apparently being grabbed by his neck by an invisible force. "Now that I know of your organization's existence, I can dismantle it within weeks. Yes, your main base is gone, but I know where every one of H.Y.D.R.A.'s other outposts are. Your ship's computer has given me all the information I need to get started. All of your substantial life's work, gone. Unless you agree you help me."

Sinister merely glared daggers at Apocalypse, the H.Y.D.R.A. supreme commander so furious he looked like he was about to froth at the mouth.

"So," Apocalypse smirked after a few brief moments of silence, "What is your decision?"

The End


End file.
